10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 10-K

þANNUAL REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2017

- or -

o 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

FIRST HORIZON NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

TENNESSEE	62-0803242
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification Number)
165 Madison Avenue, Memphis, Tennessee	38103
(Address of principal executive offices)	(Zip Code)

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

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

Title of Each Class	Name of Exchange on which Registered
$0.625 Par Value Common Capital Stock	New York Stock Exchange, Inc.
Depositary Shares, each representing a 1/4,000th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series A	New York Stock Exchange, Inc.

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. þ YES o NO

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. o YES þ NO

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. þ YES o NO

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). þ YES o NO

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

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 definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one)

þ Large Accelerated Filer	o Accelerated Filer	o Non-Accelerated Filer	o Smaller Reporting Company	o Emerging Growth Company
		(Do not check if a smaller reporting 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. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). o YES þ NO

At June 30, 2017, the aggregate market value of registrant common stock held by non-affiliates of the registrant was approximately $4.0 billion based on the closing stock price reported for that date. At January 31, 2018, the registrant had 326,833,403 shares of common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE:

Portions of the 2017 Annual Report to shareholders: Parts I, II, and IV of this Report

Portions of the Proxy Statement to be furnished to shareholders in connection with Annual Meeting of shareholders scheduled for April 24, 2018: Part III of this Report

CONTENTS OF ANNUAL REPORT ON FORM 10-K

ITEM Page

Item 1.	Business	1
Statistical Information Required by Guide 3		15
Item 1A.	Risk Factors	17
Item 1B.	Unresolved Staff Comments	34
Item 2.	Properties	35
Item 3.	Legal Proceedings	35
Item 4.	Mine Safety Disclosures	35
Supplemental Part I Information		35

Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	37
Item 6.	Selected Financial Data	37
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	38
Item 7A.	Quantitative and Qualitative Disclosures about Market Risk	38

ITEM Page

Item 8.	Financial Statements and Supplementary Data	38
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	38
Item 9A.	Controls and Procedures	39
Item 9B.	Other Information	39

Item 10.	Directors and Executive Officers of the Registrant	40
Item 11.	Executive Compensation	40
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	41
Item 13.	Certain Relationships and Related Transactions	43
Item 14.	Principal Accountant Fees and Services	43

Item 15.	Exhibits and Financial Statement Schedules	44
Item 16.	Form 10-K Summary	49
Signatures		50

Annual Report References: In this report, references to specific pages in our 2017 Annual Report to shareholders (sometimes referred to as the “2017 Annual Report”), or to specific pages of our consolidated financial statements or the notes thereto, refer to page numbers appearing in Exhibit 13 to this report on Form 10-K.

PART I

ITEM 1. BUSINESS

Our Businesses

Overview

First Horizon National Corporation (“FHN,” “First Horizon,” the “Corporation,” “we,” or “us”) is a Tennessee corporation headquartered in Memphis, Tennessee. We incorporated in 1968. We are registered as a bank holding company under the Bank Holding Company Act, and are a financial holding company under the provisions of the Gramm-Leach-Bliley Act. At December 31, 2017, FHN had total consolidated assets of $41.4 billion.

We provide diversified financial services primarily through our principal subsidiary, First Tennessee Bank National Association (the “Bank,” “FTB,” or “FTBNA”). The Bank is a national banking association with principal offices in Memphis, Tennessee. The Bank and its subsidiaries conduct the Bank’s traditional banking businesses principally under the First Tennessee Bank and Capital Bank brands, its wealth

management business principally under the FTB Advisors brand, and its fixed income businesses principally under the FTN Financial brand. The Bank received its charter in 1864, and has a number of operating subsidiaries and divisions.

Business Segments

Our financial results of operations are reported through operational business segments which are not closely related to the legal structure of our subsidiaries. We operate through four business segments: regional banking, fixed income, corporate, and non-strategic. We sometimes refer to regional banking, fixed income, and corporate as our “core” business segments.

Regional Banking. The regional banking segment offers financial products and services, including traditional lending and deposit taking, to consumer and commercial customers in Tennessee, North Carolina, South Carolina, Florida,

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and other selected markets. Regional banking also provides investments, financial planning, trust services and asset management, mortgage banking, credit card, and cash management. Additionally, the regional banking segment includes correspondent banking which provides credit, depository, and other banking-related services to other financial institutions nationally.

Fixed Income. The fixed income segment consists of fixed income securities sales, trading, and strategies for institutional clients in the U.S. and abroad, as well as loan sales, portfolio advisory services, and derivative sales.

Corporate. The corporate segment consists of unallocated corporate expenses, expense on subordinated debt issuances, bank-owned life insurance, unallocated interest income associated with excess equity, net impact of raising incremental capital, revenue and expense associated with deferred

compensation plans, funds management, tax credit investment activities, derivative valuation adjustments related to prior sales of Visa Class B shares, gain or loss on extinguishment of debt, and acquisition- and integration-related costs.

Non-Strategic. The nonstrategic segment consists of the wind-down national consumer lending activities, legacy mortgage banking elements including servicing fees, and the associated ancillary revenues and expenses related to these businesses. Non-strategic also includes the wind-down trust preferred loan portfolio and exited businesses.

The approximate percentage of consolidated revenues (for this purpose, “revenues” are the sum of net interest income and noninterest income), consolidated expenses, and average assets ascribed to each of our segments for the past three years is set forth below. During that period, the regional banking segment total revenues and average assets have grown as a share of our consolidated total, while non-strategic has shrunk.

REVENUE, EXPENSE, AND ASSET MIX ASSOCIATED WITH BUSINESS SEGMENTS

	Revenues				Expenses			Average Assets
	2017		2016	2015	2017	2016	2015	2017	2016	2015
Regional Banking	83%	77%		77%	61%	67%	54%	66%	62%	59%
Fixed Income	18%	22%		21%	21%	25%	21%	8%	9%	9%
Corporate	*	*		*	14%	6%	5%	22%	22%	23%
Non-Strategic	3%	4%		6%	4%	2%	20%	5%	7%	9%
* Amount is less than one percent or is negative.

Financial and other additional information concerning our segments – including information concerning assets, revenues, and financial results – appears in the response to Item 7 of Part II of this report and Note 20 to the Consolidated Financial Statements contained in our 2017 Annual Report to shareholders.

During 2017 approximately 37% of our consolidated revenues were provided by fee and other noninterest income and approximately 63% of revenues were provided by net interest income.

As a financial holding company, we coordinate the financial resources of the consolidated enterprise and maintain systems of financial, operational, and administrative control intended to coordinate selected policies and activities, including as described in Item 9A of Part II.

The Bank

During 2017 through its various business lines, including consolidated subsidiaries, the Bank generated gross revenue (net interest income plus noninterest income) of approximately $1.3 billion and generated a substantial majority of our consolidated revenue from

continuing operations. At December 31, 2017, the Bank had $41.2 billion in total assets, $30.9 billion in total deposits, and $27.5 billion in total loans (net of unearned income). Among Tennessee headquartered banks, the Bank ranked 1^st in Tennessee deposit market share at June 30, 2017 based on FDIC data.

Physical Business Locations

At December 31, 2017, FHN’s subsidiaries had over 350 business locations in 22 U.S. states, excluding off-premises ATMs. Almost all of those locations were bank branches and FTN Financial offices.

At December 31, 2017, the Bank had 349 First Tennessee Bank and Capital Bank branch locations in eight states:

Bank Branches at Year End

Tennessee	202	Mississippi	5
North Carolina	94	Virginia	2
Florida	32	Georgia	1
South Carolina	12	Texas	1

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Branches in Tennessee, Mississippi, Georgia, Virginia, and Texas generally operate under the First Tennessee Bank brand, while branches in the Carolinas and Florida generally operate under the Capital Bank brand. At year-end the Bank had agreed to sell two branches, both in Tennessee.

The Bank has customer-service offices which are not legal bank branches, including private client and commercial loan offices, in Kentucky as well as in many states where branches are located. The Bank also has operational and administrative offices.

At December 31, 2017, FTN Financial’s fixed income and other products and services were offered through 28 offices in 18 states across the U.S.

Services We Provide

At December 31, 2017, we provided the following services through our subsidiaries and divisions:

· general banking services for consumers, businesses, financial institutions, and governments

· through FTN Financial: fixed income sales and trading; underwriting of bank-eligible securities and other fixed-income securities eligible for underwriting by financial subsidiaries; loan sales; advisory services; and derivative sales

· discount brokerage and full-service brokerage

· correspondent banking

· transaction processing:  nationwide check clearing services and remittance processing

· trust, fiduciary, and agency services

· credit card products

· equipment finance services

· investment and financial advisory services

· mutual fund sales as agent

· retail insurance sales as agent

· mortgage banking services

Recent Significant Business Developments

Over the past five years, key strategic priorities for us have included:

·	targeted expansion of consumer and commercial banking products and markets
·	opportunistic expansion of commercial lending, mainly through acquisition transactions, talent development, and talent acquisitions
·	vigorous discipline in controlling expenses not closely related to revenue production
·	managing our business units and products with a strong emphasis on risk-adjusted returns on invested capital
·	robust emphasis on providing exceptional customer service as a primary means to differentiate us from our competitors
·	investment in scalable technology and other infrastructure to attract and retain business, and to support expansion
We expect that these will continue to be areas of strong focus for many years to come. Examples of our implementation of these priorities include:
·	In 2017 we closed transactions acquiring: Capital Bank Financial Corp., a $10 billion banking organization with over 150 branches in four southeastern U.S. states; Coastal Securities, a national leader in the trading, securitization, and analysis of Small Business Administration loans;

	and Professional Mortgage Company, a provider of institutional debt capital and commercial mortgage loan servicing.
·	Other acquisitions since 2012 include Mountain National Bank (2013), branches in several smaller Tennessee markets (2014), TrustAtlantic Bank (2015), and a franchise lending business and portfolio (2016).
·	We have made key talent hires in critical areas throughout our company, with the main focus on organically growing economically profitable business lines inside and outside our traditional markets.
·	We have pruned our physical network to reflect long-term trends in customer usage of physical branches, and correspondingly are making more efficient use of other physical facilities. While the Capital Bank acquisition increased our branch count substantially, this pruning process will continue within our larger network, driven by those long-term trends.
·	Organic and acquisitive loan growth in regional banking has more than offset loan attrition from the non-strategic segment, where legacy loan portfolios are in long-term wind-down.
·	Organic commercial loan growth has concentrated in specialty lending areas, such as lending to mortgage companies, where margins tend to be better but volatility tends to be higher.
The following table provides selected data concerning revenues, expenses, assets, liabilities, and shareholders’ equity for the past five years.

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SELECTED CONSOLIDATED REVENUE, EXPENSE, ASSET, LIABILITY, AND EQUITY DATA

(Dollars in millions; period-end financial condition data shown as of December 31)

	2017	2016	2015	2014	2013
Net interest income	$842.3	$729.1	$653.7	$627.7	$637.4
Provision for loan losses	—	11.0	9.0	27.0	55.0
Noninterest income	490.2	552.4	517.3	550.0	584.6
Provision for mortgage repurchase losses	(22.5)	(32.7)	—	(4.3)	170.0
Provision for litigation and regulatory matters	40.5	30.5	187.6	(2.7)	63.7
Net Income Available to Common Shareholders	159.3	220.8	79.7	216.3	21.1
Total loans (net of unearned income)	27,658.9	19,589.5	17,686.5	16,230.2	15,389.1
Total assets	41,423.4	28,555.2	26,192.6	25,665.4	23,782.4
Total deposits	30,629.2	22,672.4	19,967.5	18,068.9	16,735.0
Total term borrowings	1,218.1	1,040.7	1,312.7	1,877.3	1,737.8
Total liabilities	36,842.9	25,850.1	23,553.0	23,083.8	21,294.0
Preferred Stock Series A	95.6	95.6	95.6	95.6	95.6
Total Shareholders’ Equity	4,580.5	2,705.1	2,639.6	2,581.6	2,488.4

Although many factors had outsized impacts in one year or another, two very large items affected us late in 2017:

·	Because the Capital Bank acquisition closed November 30, 2017, Capital’s assets and liabilities are fully reflected in year-end financial condition data in the table, while earnings from Capital’s operations impacted our financial results for only the final month of 2017. Similarly, average financial condition data for 2017, presented in certain Notes to our financial statements, are substantially lower than the corresponding year-end data.
·	Corporate tax reform in December, 2017, resulted in significant negative adjustments within tax provision, which contributed to our consolidated net loss in fourth quarter.
Trends
Noteworthy trends during this period include:
·	Net loan growth has driven growth in assets. Overall growth has been strong despite substantial run-off of non-strategic loans.
·	Growth in net interest income has been positive overall but somewhat uneven due to low interest rates prevalent during this period, despite net loan growth. The upticks in 2016 and 2017 were due mainly to loan growth coupled with modest interest rate increases beginning in late 2015.

·	The down-trend in noninterest income from 2013 to 2015 was due mainly to lower fixed income revenues (due primarily to low interest rate volatility) coupled with impacts in regional banking from increased regulation. 2016 saw a deviation from that trend mainly due to improved fixed income revenues, which abated in 2017 due to a challenging fixed income market.
·	Mortgage repurchase and litigation expenses and reserve releases, mostly related to legacy businesses in our non-strategic segment, have been idiosyncratic.
·	Deposits have grown significantly and steadily. Much of that growth has been organic, though 2017’s large uptick derived mainly from the Capital Bank transaction.
Exited Businesses
Since the 2008-09 recession we have focused on traditional banking and fixed income products and services. We exited our legacy nation-wide mortgage banking business in 2008, though we continue to manage related legal exposures and the wind-down of a still-sizable loan portfolio. We partially or fully exited other businesses since 2008. Exited businesses are managed in our non-strategic segment.

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Other General Information

Strategic Transactions

An element of our business strategy is to consider acquisitions and divestitures that would enhance long-term shareholder value. Significant acquisitions and divestitures which closed during the past three years are described in Note 2 to the Consolidated Financial Statements appearing in the 2017 Annual Report to shareholders, which information is incorporated into this Item 1 by this reference.

In November 2017 we closed our acquisition of Capital Bank, as mentioned above. We expect to complete systems integration for that transaction in second quarter of 2018.

Subsidiaries

FHN’s consolidated operating subsidiaries at December 31, 2017 are listed in Exhibit 21.

The Bank has filed notice with the Office of the Comptroller of the Currency (“Comptroller” or “OCC”) as a government securities broker/dealer. The FTN Financial division of the Bank is registered with the Securities and Exchange Commission (“SEC”) as a municipal securities dealer. The Bank is supervised and regulated as described in “Supervision and Regulation” in this Item below.

Martin and Company, Inc., FTB Advisors, Inc., and FTN Financial Main Street Advisors, LLC are registered with the SEC as investment advisers. FTB Advisors, Inc. and FTN Financial Securities Corp. are registered as broker-dealers with the SEC and all states where they conduct business for which registration is required. FTB Advisors Insurance Services, Inc., First Horizon Insurance Services, Inc., and First Horizon Insurance Agency, Inc. are licensed as insurance agencies in all states where they do business for which licensing is required. FTN Financial Securities Corp., First Horizon Insurance Services, Inc., FTB Advisors Insurance Services, Inc., and First Horizon Insurance Agency, Inc. are financial subsidiaries under the Gramm-Leach-Bliley Act. FTB Advisors, Inc. is licensed as an insurance agency in the states where it does business for which licensing is required for the sale of annuity products. First Horizon Insurance Agency, Inc. is inactive.

R&D

Expenditures for research and development activities were not material in any of the last three fiscal years ended December 31, 2017.

Customer Concentration

Neither we nor any of our significant subsidiaries is dependent upon a single customer or very few customers.

Foreign Operations

Our non-U.S. operations are not material.

Seasonality

We do not experience material seasonality. We do experience a degree of seasonal variation in certain revenues, expenses, and credit trends. Historically, these variations have somewhat increased certain expenses for the regional banking and fixed income segments, and somewhat diminished certain revenues for the regional banking segment, principally in the first quarter each year.

Employees

At December 31, 2017, FHN and its subsidiaries had 5,984 employees, or 5,903 full-time-equivalent employees, not including contract labor for certain services.

Other Information Associated with this Report

For additional information concerning our business, refer to the Management’s Discussion and Analysis of Financial Condition and Results of Operations, Glossary of Selected Financial Terms, and Acronyms sections contained in pages 3 through 78 of our 2017 Annual Report to shareholders, which sections are incorporated herein by reference.

External Information

Our current internet address is www.firsthorizon.com in the Investor Relations section of our internet website, under the SEC Filings tab. We make available free of charge our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and amendments thereto as soon as reasonably practicable after we file such material with, or furnish such material to, the Securities and Exchange Commission. Additional information regarding materials available on our website is provided in Item 10 of this report beginning on page 40. No information external to this report and its exhibits, unless specifically noted otherwise, is incorporated into this report.

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Supervision and Regulation

Scope of this Summary

The following summary describes certain of the material elements of the regulatory framework applicable to bank and financial holding companies and their subsidiaries, and to companies engaged in securities and insurance activities. It also provides certain specific information about us. To the extent that the following information describes statutory and regulatory provisions, it is qualified in its entirety by express reference to each of the particular statutory and regulatory provisions. A change in applicable statutes, regulations, or regulatory policy may have a material effect on our business.

Overview

FHN is a bank holding company and financial holding company within the meaning of the Bank Holding Company Act of 1956, as amended (the “BHCA”), and is registered with the Board of Governors of the Federal Reserve System (the “Federal Reserve” or “Federal Reserve Board”). We are subject to the regulation and supervision of, and to examination by, the Federal Reserve under the BHCA. We are required to file with the Federal Reserve annual reports and such additional information as the Federal Reserve may require pursuant to the BHCA.

A bank holding company that is not a financial holding company generally cannot directly or indirectly acquire the ownership or control of more than 5% of the voting shares or substantially all of the assets of any company, including a bank, without the prior approval of the Federal Reserve. Also, such a bank holding company and its subsidiaries generally are limited to engaging in banking and activities found by the Federal Reserve to be closely related to banking.

Eligible bank holding companies that elect to become financial holding companies may affiliate with securities firms and insurance companies and engage in activities that are “financial in nature,” generally without the prior approval of the Federal Reserve. “Financial” activities are much broader in scope than those which are “closely related to banking.” See “Financial Activities other than Banking” beginning on page 11 below.

The Federal Reserve may approve an application by a bank holding company to acquire a bank located outside the acquirer’s principal state of operations without regard to whether the transaction is prohibited under state law, although state law may still impose certain requirements. See “Interstate Banking and Branching” beginning on page 11 below.

The Tennessee Bank Structure Act of 1974, among other things, prohibits (subject to certain exceptions) a bank holding company from acquiring a bank for which the home state is Tennessee (a “Tennessee bank”) if, upon consummation, the company would directly or indirectly control 30% or more of the total deposits in insured depository institutions in Tennessee. As of June 30, 2017, we estimate that we held approximately 14.4% of such deposits.

Our Bank is a national banking association subject to regulation, examination, and supervision by the OCC as its primary federal regulator. The Bank is insured by, and subject to regulation by, the Federal Deposit Insurance Corporation (the “FDIC”) and is subject to regulation in certain respects by the Consumer Financial Protection Bureau (the “CFPB”). The Bank is also subject to various requirements and restrictions under federal and state law, including requirements to maintain reserves against deposits, restrictions on the types and amounts of loans that may be made and the interest that may be charged, limitations on the types of investments that may be made, activities that may be engaged in, and types of services that may be offered. Various consumer laws and regulations also affect the operations of the Bank. In addition, the FTN Financial Municipal Advisors division of the Bank is registered with the SEC as a municipal advisor.

In addition to the impact of regulation, commercial banks are affected significantly by the actions of the Federal Reserve as it attempts to control the money supply and credit availability in order to influence the economy. Also, the Bank and certain of its subsidiaries are prohibited from engaging in certain tie-in arrangements in connection with extensions of credit, leases or sales of property, or furnishing products or services.

The regulatory framework governing banks and the financial industry is intended primarily for the protection of depositors and the Federal Deposit Insurance Fund, not for the protection of our Bank or our security holders.

Regulatory Tiers Based on Asset Size

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Reform Act,” the “Dodd-Frank Act,” or “Dodd-Frank”) made a substantial number of significant changes to how financial services companies are regulated. It was one of the most impactful laws affecting our industry since the 1930s. Many provisions or topics of Dodd-Frank and the regulatory initiatives under it in part are discussed elsewhere in this “Supervision and Regulation” section.

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A major change adopted in Dodd-Frank and its many regulations has been to divide many critical regulatory topics into tiers based largely or entirely on asset size. Different topics have different cut-off points for the tiers. Within each topic, different rules apply to the different tiers. A few examples: (1) Bank holding companies with at least $50 billion of assets automatically are deemed “systemically important” under the Act and, as such, are subject to enhanced prudential standards, among other things. (2) Companies with $10 billion or more of assets must engage in regular stress-testing; for those with $50 billion or more, the testing is more frequent and regulatory involvement is more direct. (3) With $15 billion or more of assets, certain capital instruments no longer are counted as regulatory capital.

Some cut-off points are as low as $1 billion, and in one case it is $500 billion. However, as a rough generalization, for many of the most important regulatory topics the critical cut-off points are $10 billion and $50 billion. Companies with less than $10 billion are less regulated in several important ways, and companies with $50 billion or more are regulated much more severely in many important ways, than companies (like FHN) which fall into the middle. As a result, under current law: compliance costs and restrictions grow with size; they tend to change abruptly as a company crosses to the next tier; and, in the aggregate, abrupt changes are most pronounced at the $10 and $50 billion levels.

In recent years, proposals have been made to raise some of these thresholds, in particular the $50 billion cut-off. Such a proposal is pending currently. FHN is not able to predict whether, when, or how current regulatory tiers may be affected by future legislation.

The remainder of this “Supervision and Regulation” discussion focuses on current rules which apply to FHN based on its current asset size.

Payment of Dividends

FHN is a legal entity separate and distinct from its banking and other subsidiaries. FHN’s principal source of cash flow, including cash flow to pay dividends on its stock or to pay principal (including premium, if any) and interest on debt securities, is dividends from the Bank. There are statutory and regulatory limitations on the payment of dividends by the Bank to FHN, as well as by FHN to its shareholders.

As a national bank, our Bank must obtain the prior approval of the OCC to pay cash dividends if the total of all dividends declared by the Bank’s board of directors in any year exceeds the total of (i) its net profits (as defined and interpreted by regulation) for that year plus (ii) the retained net profits (as defined and interpreted by regulation) for the preceding two

years, less any required transfers to surplus. The Bank also can pay dividends only to the extent that retained net profits (including the portion transferred to surplus) exceed bad debts (as defined by regulation).

If, in the opinion of an applicable federal bank regulatory agency, a depository institution (such as the Bank) or a holding company (such as FHN) is engaged in or is about to engage in an unsafe or unsound practice (which, depending on the financial condition of the depository institution or holding company, could include the payment of dividends), that agency may require the institution or holding company to cease and desist from that practice. The federal banking agencies have indicated that paying dividends that deplete a depository institution’s or holding company’s capital base to an inadequate level would be an unsafe and unsound banking practice.

In addition, under the Federal Deposit Insurance Act (“FDIA”), an FDIC-insured depository institution may not make any capital distributions, pay any management fees to its holding company, or pay any dividend if it is undercapitalized or if such payment would cause it to become undercapitalized.

Applying the dividend restrictions imposed under applicable federal rules as outlined above, the Bank’s total amount available for dividends was negative $156.7 million as of December 31, 2017. Consequently, on that date the Bank could not pay cash dividends to its sole common stockholder, FHN, or to its preferred shareholders without prior regulatory approval. However, at January 1, 2018, under those dividend restrictions, the Bank could legally declare cash dividends on the Bank’s common or preferred stock of approximately $51.1 million without obtaining regulatory approval. The application of those restrictions to the Bank is discussed in more detail in the following sections, all of which is incorporated into this Item 1 by reference: under the caption “Liquidity Risk Management” in the Management’s Discussion and Analysis of Financial Condition and Results of Operations section beginning on page 58 of our 2017 Annual Report to shareholders; and under the caption “Restrictions on dividends” in Note 12—Regulatory Capital and Restrictions beginning on page 132 which is part of the material from our 2017 Annual Report that has been incorporated by reference into Items 7 and 8 of this report.

Under Tennessee law, FHN is not permitted to pay cash dividends if, after giving effect to such payment, FHN would not be able to pay its debts as they become due in the usual course of business or its total assets would be less than the sum of its total liabilities plus any amounts needed to satisfy any preferential rights if we were dissolving. In addition, in deciding whether or not to declare a dividend of any particular size, our Board must consider our current and prospective capital, liquidity, and other needs, including the needs of the Bank which FHN is obligated to support.

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The payment of cash dividends by FHN and the Bank also may be affected or limited by other factors, such as the requirement to maintain adequate capital above regulatory guidelines and debt covenants. For example, as discussed under “Capital Adequacy” starting on page 8 below, FHN’s ability to pay dividends would be restricted if its capital ratios fell below minimum regulatory requirements plus a capital conservation buffer. The Federal Reserve and OCC have issued policy statements generally requiring insured banks and bank holding companies only to pay dividends out of current operating earnings. The Federal Reserve has released a supervisory letter advising, among other things, that a bank holding company should inform the Federal Reserve and should eliminate, defer, or significantly reduce its dividends if (i) the bank holding company’s net income available to shareholders for the past four quarters, net of dividends previously paid during that period, is not sufficient to fully fund the dividends; (ii) the bank holding company’s prospective rate of earnings is not consistent with the bank holding company’s capital needs and overall current and prospective financial condition; or (iii) the bank holding company will not meet, or is in danger of not meeting, its minimum regulatory capital adequacy ratios.

Transactions with Affiliates

The Bank’s ability to lend or extend credit to FHN and its nonbank subsidiaries (including for purposes of this paragraph, in certain situations, subsidiaries of the Bank) is restricted. The Bank and its subsidiaries generally may not extend credit to FHN or to any other affiliate in an amount which exceeds 10% of the Bank’s capital stock and surplus and may not extend credit in the aggregate to all such affiliates in an amount which exceeds 20% of its capital stock and surplus. Extensions of credit and other transactions between the Bank and FHN or such other affiliates must be on terms and under circumstances, including credit standards, that are substantially the same or at least as favorable to the Bank as those prevailing at the time for comparable transactions with non-affiliated companies. Further, the type, amount, and quality of collateral which must secure such extensions of credit is regulated.

There are similar legal restrictions on: the Bank’s purchases of or investments in the securities of and purchases of assets from FHN and its nonbank subsidiaries; the Bank’s loans or extensions of credit to third parties collateralized by the securities or obligations of FHN and its nonbank subsidiaries; the issuance of guaranties, acceptances, and letters of credit on behalf of FHN and its nonbank subsidiaries; and certain bank transactions with FHN and its nonbank subsidiaries, or with respect to which FHN and its nonbank subsidiaries act as agent, participate, or have a financial interest.

Capital Adequacy

U.S. financial industry regulators have long required that regulated institutions maintain minimum capital levels. Following an extended reform effort, enhancements to the capital rules were adopted in 2013 based on international standards known as “Basel III.” For FHN the Basel III rules became effective in 2015, subject to a phase-in period for certain subjects. The current standards require the following:

· Common Equity Tier 1 Capital Ratio. For all supervised financial institutions, including FHN and the Bank, the ratio of Common Equity Tier 1 Capital to risk-weighted assets (“Common Equity Tier 1 Capital ratio”) must be at least 4.5%. To be “well capitalized” the Common Equity Tier 1 Capital ratio must be at least 6.5%. Common Equity Tier 1 Capital consists of core components of Tier 1 Capital. The core components consist of common stock plus retained earnings net of goodwill, other intangible assets, and certain other required deduction items. At December 31, 2017, FHN’s Common Equity Tier 1 Capital Ratio was 8.88% and the Bank’s was 9.28%.

· Tier 1 Capital Ratio. For all supervised financial institutions, including FHN and the Bank, the ratio of Tier 1 Capital to risk-weighted assets must be at least 6%. To be “well capitalized” the Tier 1 Capital ratio must be at least 8%. Tier 1 Capital consists of the Tier 1 core components discussed in the bulleted paragraph immediately above, plus non-cumulative perpetual preferred stock, a limited amount of minority interests in the equity accounts of consolidated subsidiaries, and a limited amount of cumulative perpetual preferred stock, net of goodwill, other intangible assets, and certain other required deduction items. At December 31, 2017, FHN’s Tier 1 Capital Ratio was 9.83% and the Bank’s was 10.12%.

· Total Capital Ratio. For all supervised financial institutions, including FHN and the Bank, the ratio of Total Capital to risk-weighted assets must be at least 8%. To be “well capitalized” the Total Capital ratios must be at least 10%. At December 31, 2017, FHN’s Total Capital Ratio was 11.10% and the Bank’s was 10.74%.

· Capital Conservation Buffer. If a capital conservation buffer of an additional 2.5% above the minimum required Common Equity Tier 1 Capital ratio, Tier 1 Capital ratio, and Total Capital ratio is not maintained, special restrictions would apply to capital distributions, such as dividends and stock repurchases, and on certain compensatory bonuses. The capital conservation buffer requirement is

8

subject to a four-year phase-in period beginning for FHN in 2016 at 0.625%, and increasing by that amount each year until 2.5% is reached in 2019.

· Leverage Ratio—Base. For all supervised financial institutions, including FHN or the Bank, the Leverage ratio must be at least 4%. To be “well capitalized” the Leverage ratio must be at least 5%. The Leverage ratio is Tier 1 Capital divided by quarterly average assets net of goodwill, certain other intangible assets, and certain required deduction items. At December 31, 2017, FHN’s Leverage ratio was 10.31% and the Bank’s was 10.70%.

· Leverage Ratio—Supplemental. For the largest internationally active supervised financial institutions, not including FHN or the Bank, a minimum supplementary Leverage ratio must be maintained that takes into account certain off-balance sheet exposures.

FHN believes that both FHN and the Bank were in compliance with applicable minimum capital requirements as of December 31, 2017.

The Federal Reserve Board, the FDIC, and the OCC incorporated market and interest-rate risk components into their risk-based capital standards. Those standards explicitly identify concentration of credit risk and certain risks arising from non-traditional activities, and the management of such risks, as important qualitative factors to consider in assessing an institution’s overall capital adequacy.

U.S. regulators’ market risk rules are applicable to covered institutions—those with aggregate trading assets and trading liabilities of at least 10% of their total assets or at least $1 billion. FHN and the Bank are covered institutions under the rule. The rules specify the methodology for calculating the amount of risk-weighted assets related to trading assets and include, among other things, the addition of a component for stressed value at risk. The rule eliminates the use of

credit ratings in calculating specific risk capital requirements for certain debt and securitization positions. Alternative standards of creditworthiness are used for specific standardized risks, such as exposures to sovereign debt, public sector entities, other banking institutions, corporate debt, and securitizations. In addition, an 8% capital surcharge applies to certain covered institutions, not including FHN or the Bank.

Moreover, the Federal Reserve has indicated that it considers a “Tangible Tier 1 Capital Leverage Ratio” (deducting all intangibles) and other indicia of capital strength in evaluating proposals for expansion or new activities.

Failure to meet capital guidelines could subject a bank to a variety of enforcement remedies, including the termination of deposit insurance by the FDIC, and to certain restrictions on its business and in certain circumstances to the appointment of a conservator or receiver. See “Prompt Corrective Action (PCA)” beginning on page 9 of this report for additional information.

Stress Tests

Mid-tier U.S. financial institutions, including FHN and the Bank, annually must determine whether capital is likely to be adequate to absorb losses which could stem from certain hypothetical adverse economic scenarios provided by the regulators. Each institution must privately report the results to its primary regulator and must publicly disclose certain of those results.

Prompt Corrective Action (PCA)

Federal banking regulators must take “prompt corrective action” regarding FDIC-insured depository institutions that do not meet minimum capital requirements. For this purpose, insured depository institutions are divided into five capital categories: “well capitalized,” “adequately capitalized,” “undercapitalized,” “significantly undercapitalized,” and “critically undercapitalized.” The specific requirements applicable to us are summarized in the table below.

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Requirements for PCA Capitalization Categories

Well capitalized	•   Common Equity Tier 1 Capital ratio of at least 6.5% •   Tier 1 Capital ratio of at least 8% •   Total Capital ratio of at least 10% •   Leverage ratio of at least 5% •   Not subject to a directive, order, or written agreement to meet and maintain specific capital levels
Adequately capitalized	•   Common Equity Tier 1 Capital ratio of at least 4.5% •   Tier 1 Capital ratio of at least 6% •   Total Capital ratio of at least 8% •   Leverage ratio of at least 4% •   Not subject to a directive, order, or written agreement to meet and maintain specific capital levels
Undercapitalized	Failure to maintain any requirement to be adequately capitalized
Significantly Undercapitalized	Failure to maintain Common Equity Tier 1 Capital ratio of at least 3%, Tier 1 Capital ratio of at least 4%, Total Capital ratio of at least 6%, or a Leverage ratio of at least 3%
Critically Undercapitalized	Failure to maintain a level of tangible equity equal to at least 2% of total assets

At December 31, 2017, the Bank had sufficient capital to qualify as “well capitalized” under the regulatory capital requirements discussed above.

An institution may be deemed to be in a capitalization category that is lower than is indicated by its actual capital position if it receives an unsatisfactory examination rating. Institutions generally are not allowed to publicly disclose examination results.

An FDIC-insured depository institution generally is prohibited from making any capital distribution (including payment of dividends) or paying any management fee to its holding company if the depository institution would thereafter be undercapitalized. Undercapitalized depository institutions are subject to restrictions on borrowing from the Federal Reserve System. In addition, undercapitalized depository institutions are subject to growth limitations and are required to submit capital restoration plans. An insured depository institution’s holding company must guarantee the capital plan, up to an amount equal to the lesser of 5% of the depository institution’s assets at the time it becomes undercapitalized or the amount of the capital deficiency when the institution fails to comply with the plan, for the plan to be accepted by the applicable federal regulatory authority. The federal banking agencies may not accept a capital plan without determining, among other things, that the plan is based on realistic assumptions and is likely to succeed in restoring the depository institution’s capital. If a depository

institution fails to submit an acceptable plan, it is treated as if it is significantly undercapitalized.

Significantly undercapitalized depository institutions may be subject to a number of requirements and restrictions, including orders to sell sufficient voting stock to become adequately capitalized, requirements to reduce total assets and cessation of receipt of deposits from correspondent banks.

Critically undercapitalized depository institutions are subject to appointment of a receiver or conservator, generally within 90 days of the date on which they become critically undercapitalized.

Holding Company Structure and Support of Subsidiary Banks

Because FHN is a holding company, its right to participate in the assets of any subsidiary upon the latter’s liquidation or reorganization will be subject to the prior claims of the subsidiary’s creditors (including depositors in the case of the Bank) except to the extent that FHN may itself be a creditor with recognized claims against the subsidiary. In addition, depositors of a bank, and the FDIC as their subrogee, would be entitled to priority over the creditors in the event of liquidation of a bank subsidiary.

Under Federal Reserve policy FHN is expected to act as a source of financial strength to, and to commit resources to support, the Bank. This support may be required at times even though, absent such Federal Reserve policy, FHN might not wish to provide it. In addition, any capital loans by a bank holding company

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to any of its subsidiary banks are subordinate in right of payment to deposits and to certain other indebtedness of the subsidiary bank. In the event of a bank holding company’s bankruptcy, any commitment by the bank holding company to a federal bank regulatory agency to maintain the capital of a subsidiary bank will be assumed by the bankruptcy trustee and entitled to a priority of payment.

Cross-Guarantee Liability

A depository institution insured by the FDIC can be held liable for any loss incurred by, or reasonably expected to be incurred by, the FDIC in connection with (i) the default of a commonly controlled FDIC-insured depository institution or (ii) any assistance provided by the FDIC to any commonly controlled FDIC-insured depository institution “in danger of default.” “Default” is defined generally as the appointment of a conservator or receiver and “in danger of default” is defined generally as the existence of certain conditions indicating that a default is likely to occur in the absence of regulatory assistance. The FDIC’s claim for damages is superior to claims of shareholders of the insured depository institution or its holding company but is subordinate to claims of depositors, secured creditors, and holders of subordinated debt (other than affiliates) of the commonly controlled insured depository institution.

Currently the Bank is the only depository institution owned by FHN. If FHN were to operate another depository institution, any loss suffered by the FDIC in respect of one subsidiary bank would likely result in assertion of the cross-guarantee provisions, the assessment of such estimated losses against FHN’s other subsidiary bank(s), and a potential loss of FHN’s investment in its subsidiary banks.

Interstate Banking and Branching

Federal law allows a national bank to establish and operate a de novo branch in a state other than the bank’s home state if the law of the state where the branch is to be located would permit establishment of the branch if the bank were chartered by that state, subject to standard regulatory review and approval requirements. Federal law also allows a national bank to acquire an existing branch in a state in which the bank is not headquartered and does not maintain a branch if the OCC approves the branch or acquisition, and if the law of the state in which the branch is located or to be located would permit the establishment of the branch if the bank were chartered by that state.

Additionally, the Dodd-Frank Act created a number of regulatory requirements for interstate merger and acquisition activity, including the following: the acquiring bank must be well-capitalized and well-managed; concentration limits on liabilities and

deposits may not be exceeded; and regulators must assess the transaction for incremental systemic risk.

Once a bank has established branches in a state through an interstate merger transaction or through de novo branching, the bank may then establish and acquire additional branches within that state to the same extent that a state chartered bank is allowed to establish or acquire branches within the state.

Financial Activities other than Banking

The Gramm-Leach-Bliley Act of 1999 (“GLB Act”) repealed or modified a number of significant provisions of then-current laws, including the Glass-Steagall Act and the Bank Holding Company Act of 1956, which imposed restrictions on banking organizations’ ability to engage in certain types of activities. The GLB Act generally allows bank holding companies such as FHN broad authority to engage in activities that are financial in nature or incidental to a financial activity. These include: insurance underwriting and brokerage; merchant banking; securities underwriting, dealing, and market-making; real estate development; and such additional activities as the Federal Reserve in consultation with the Secretary of the Treasury determines to be financial in nature or incidental. A bank holding company may engage in these activities directly or through subsidiaries by qualifying as a “financial holding company.” To qualify, a bank holding company must file an initial declaration with the Federal Reserve, certifying that all of its subsidiary depository institutions are well-managed and well-capitalized. The GLB Act also permits national banks such as the Bank to engage in certain of these activities through financial subsidiaries. To control or hold an interest in a financial subsidiary, a national bank must meet the following requirements:

(1) The bank must receive approval from the OCC for the financial subsidiary to engage in the activities.

(2) The bank and its depository institution affiliates must each be well-capitalized and well-managed.

(3) The aggregate consolidated total assets of all of the bank’s financial subsidiaries must not exceed the lesser of: 45% of the bank’s consolidated total assets; or $50 billion (subject to indexing for inflation).

(4) The bank must have in place adequate policies and procedures to identify and manage financial and operational risks and to preserve the separate identities and limited liability of the bank and the financial subsidiary.

(5) If the financial subsidiary will engage in principal transactions and the bank is one of the one hundred largest banks, the bank must have outstanding at least one issue of unsecured long-

11

term debt that meets creditworthiness standards adopted by the Federal Reserve and the U.S. Secretary of the Treasury from time to time. If this fifth requirement ceases to be met after a bank controls or holds an interest in a financial subsidiary, the bank cannot invest additional capital in that subsidiary until the requirement again is met.

No new financial activity may be commenced under the GLB Act unless the national bank and all of its depository institution affiliates have at least “satisfactory” Community Reinvestment Act ratings. Certain restrictions apply if the bank holding company or the national bank fails to continue to meet one or more of the requirements listed above.

In addition, the GLB Act contains a number of other provisions that may affect the Bank’s operations, including limitations on the use and disclosure to third parties of customer information.

At December 31, 2017, FHN is a financial holding company and the Bank has a number of financial subsidiaries, as discussed in “Other General Information” beginning on page 5 of this report.

Interchange Fee Restrictions

Regulations under Dodd-Frank’s so-called Durbin Amendment severely cap interchange fees which the Bank may charge merchants for debit card transactions.

Volcker Rule

Banking regulators have adopted a rule under Dodd-Frank’s so-called Volcker provision. The principal purpose of the Volcker rule is to prohibit banking entities from engaging in proprietary trading, which is engaging as principal in any purchase or sale of one or more of certain types of financial instruments. A bank holding any prohibited instruments generally is required to divest them.

Consumer Regulation by the CFPB

The CFPB adopts and administers significant rules affecting consumer lending and consumer financial services. Key rules for the Bank include detailed regulation of mortgage servicing practices and detailed regulation of mortgage origination and underwriting practices. The latter rules, among other things, establish the definition of a “qualified mortgage” using traditional underwriting practices involving down payments, credit history, income levels and verification, and so forth. The rules do not prohibit, but do tend to discourage, lenders from originating non-qualified mortgages.

The CFPB has been active bringing enforcement actions related to consumer financial protection laws, in many cases obtaining significant settlement outcomes. Enforcement theories advanced by the

CFPB sometimes have gone beyond the industry’s interpretation of the applicable regulations; that practice generally increases our compliance risk.

FDIC Insurance Assessments; DIFA

U.S. bank deposits generally are insured by the Deposit Insurance Fund (“DIF”). The system of FDIC insurance premium rates charged consists of a rate grid structure in which base rates range from 5 to 35 basis points annually, and fully adjusted rates range from 2.5 to 45 basis points annually. Key factors in the grid include: the institution’s risk category (I to IV); whether the institution is deemed large and highly complex; whether the institution qualifies for an unsecured debt adjustment; and whether the institution is burdened with a brokered deposit adjustment. Other factors can impact the base against which the applicable rate is applied, including (for example) whether a net loss is realized in any quarter. A basis point is equal to 0.01%.

Insurance of deposits may be terminated by the FDIC upon a finding that the institution has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations, or has violated any applicable law, regulation, rule, order, or condition imposed by a federal bank regulatory agency.

Depositor Preference

Federal law provides that deposits and certain claims for administrative expenses and employee compensation against an insured depository institution would be afforded a priority over other general unsecured claims against such an institution, including federal funds and letters of credit, in the “liquidation or other resolution” of such an institution by any receiver.

Securities Regulation

Certain of our subsidiaries are subject to various securities laws and regulations and capital adequacy requirements promulgated by the regulatory and exchange authorities of the jurisdictions in which they operate.

Our registered broker-dealer subsidiaries are subject to the SEC’s net capital rule, Rule 15c3-1. That rule requires the maintenance of minimum net capital and limits the ability of the broker-dealer to transfer large amounts of capital to a parent company or affiliate. Compliance with the rule could limit operations that require intensive use of capital, such as underwriting and trading.

Certain of our subsidiaries are registered investment advisers which are regulated under the Investment Advisers Act of 1940. Advisory contracts with clients automatically terminate under these laws upon an assignment of the contract by the investment adviser unless appropriate consents are obtained.

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Insurance Activities

Certain subsidiaries sell various types of insurance as agent in a number of states. Insurance activities are subject to regulation by the states in which such business is transacted. Although most of such regulation focuses on insurance companies and their insurance products, insurance agents and their activities are also subject to regulation by the states, including, among other things, licensing and marketing and sales practices.

Compensation and Risk Management

The Federal Reserve, OCC, and other agencies have issued guidance intended to ensure that incentive compensation arrangements at financial organizations take into account risk and are consistent with safe and sound practices. The guidance is based on three “key principles” calling for incentive compensation plans to: appropriately balance risks and rewards; be compatible with effective controls and risk management; and be backed up by strong corporate governance. In response: we operate an enhanced risk management

process for assessing risk in incentive compensation plans; several key incentive programs use a net profit approach rather than a revenues-only approach; and mandatory deferral features are used in several key programs, including an executive program.

In 2016 federal agencies proposed regulations which might significantly change the regulation of incentive compensation programs at financial institutions. The proposal would create four tiers of institutions based on asset size. Institutions in the top two tiers (over $50 billion) would be subject to rules much more detailed and proscriptive than are currently in effect. If interpreted aggressively by the regulators, the rules could be used to prevent, as a practical matter, larger institutions from engaging in certain lines of business where substantial commission and bonus pool arrangements are the norm. FHN and the Bank currently would fall into the third tier, where the impact of the proposed rules is substantially more modest. The rules have not been finalized nor withdrawn. FHN cannot predict what final rules may be adopted, nor how they will be implemented.

Effect of Governmental Policies

The Bank is affected by the policies of regulatory authorities, including the Federal Reserve, the OCC, and the CFPB. An important function of the Federal Reserve is to regulate the national money supply.

Among the instruments of monetary policy used by the Federal Reserve are: purchases and sales of U.S. government and other securities in the marketplace; changes in the discount rate, which is the rate any depository institution must pay to borrow from the Federal Reserve; changes in the reserve requirements of depository institutions; and, indirectly, changes in the federal funds rate, which is the rate at which depository institutions lend balances to each other overnight. These instruments are intended to influence

economic and monetary growth, interest rate levels, and inflation.

The monetary policies of the Federal Reserve and other governmental policies have had a significant effect on the operating results of commercial banks in the past and are expected to continue to do so in the future. Because of changing conditions in the national and international economies and in the money markets, as well as the result of actions by monetary and fiscal authorities, it is not possible to predict with certainty future changes in interest rates, deposit levels, loan demand, or the business and results of operations of FHN and the Bank, or whether changing economic conditions will have a positive or negative effect on operations and earnings.

Other Proposals

Bills occasionally are introduced in the United States Congress and the Tennessee General Assembly and other state legislatures, and regulations occasionally are proposed by our regulatory agencies, any of which could affect our businesses, financial results, and financial condition.

We are not able to predict what, if any, changes that Congress, state legislatures, or the regulatory agencies will enact or implement in the future, nor the impact that those actions will have upon us.

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Competition

In all aspects of the businesses in which we engage we face substantial competition from banks doing business in our markets as well as from savings and loan associations, credit unions, other financial institutions, consumer finance companies, trust companies, investment counseling firms, money market and other mutual funds, insurance companies and agencies, securities firms, mortgage banking companies, hedge funds, and other firms offering financial products or services.

Regional Banking

Our regional banking business primarily competes in several areas within the southeast U.S. where we have branch locations. However, competition in our industry is trending away from the traditional geographic footprint model. That trend is happening throughout the industry, but the rate of change is highly uneven among different types of customers, products, and services.

Our regional banking business serves both consumer and commercial customers. The consumer business remains strongly linked to our physical branch locations, even as our delivery of financial services to consumers becomes increasingly focused on popular non-branch delivery methods, such as online and mobile banking. Online and mobile banking have contributed to a decline in branch usage, but not (so far) an erosion of the link between branch versus consumer customer location. Increasingly, however, consumers are able to manage their funds and financial affairs at multiple financial institutions through only one of them. If cross-institutional management features become popular, they may hasten a de-linking of consumers to traditional branch networks.

The commercial business also has a geographic linkage, but it is weaker. Some areas of our commercial banking business, particularly in specialty lending, are broadly regional or even national in scope rather than being heavily centered on branch locations.

Key traditional competitors in many of our markets include Wells Fargo Bank N.A., Bank of America N.A., SunTrust Bank, and Regions Bank, among many others including many community banks and credit unions. An additional key competitor in Tennessee is Pinnacle National Bank. Additional key competitors in the Carolinas are Branch Banking and Trust Company (BB&T) and First-Citizens Bank & Trust Company (First Citizens Bank). Additional key competitors in south Florida are JPMorgan Chase Bank National Association, PNC Bank National Association, BankUnited, and Florida Community Bank N.A.

A number of recent technologies created or operated by non-banks have been integrated into the financial system used by traditional banks, such as the evolution of ATM cards into debit/credit cards and the evolution of debit/credit cards into smart phones. These sorts of incrementally evolutionary technologies often have

expanded the market for banking services overall while siphoning a portion of the revenues from those services away from banks. Prior methods of delivering those services were disrupted, but often at a pace which all but the weakest banks could accommodate.

Recently, some evolutionary pressures have arisen which may prove to be less incremental and more disruptive. For example, in financial planning and wealth management, companies that are not traditional banks, including both long-established firms (such as Vanguard) and new ones (such as Betterment), have developed highly-interactive systems and applications. These services compete directly with traditional banks in offering personal financial advice. The low-cost, high-speed nature of these “robo-advisor” services can be especially attractive to younger, less-affluent customers and potential customers. Traditional banks can develop and offer similar services, but in doing so risk cannibalizing their traditional business models for these services.

In recent years, certain financial companies or their affiliates that traditionally were not banks have been able to compete more directly with the Bank for deposits and other traditional banking services and products. Increased fluidity across traditional boundaries is likely to continue. Non-traditional companies competing with us for traditional banking products and services include investment banks, brokerage firms, insurance company affiliates, peer-to-peer lending arrangers, non-bank deposit acceptors, companies offering payment facilitation services (such as PayPal and pre-paid debit card issuers), and extremely short-term consumer loan companies.

Fixed Income

Our fixed income business serves institutional customers, broadly segregated into depositories (including banks, thrifts, and credit unions) and non-depositories (including money managers, insurance companies, public funds, pension funds, and hedge funds). Both customer segments are widely dispersed geographically, predominantly within the U.S. We have many competitors within both segments including major U.S. and international securities firms as well as numerous regional and local firms.

Additional Information

For additional information on the competitive position of FHN and the Bank, refer to the “General” subsection above of this Item 1. Also, refer to the subsections entitled “Supervision and Regulation” and “Effect of Governmental Policies,” both of which are relevant to an analysis of our competitors. Due to the intense competition in the financial services industry we can make no representation that our competitive position has or will remain constant, nor can we predict how it may change in the future.

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Sources and Availability of Funds

Information concerning the sources and availability of funds for our businesses can be found in the Management’s Discussion and Analysis of Financial Condition and Results of Operations, Glossary of Selected Financial Terms, and Acronyms sections, including the subsection entitled

“Liquidity Risk Management,” contained in pages 3 through 78 (including pages 58 through 59) of our 2017 Annual Report to shareholders. Those sections are incorporated herein by reference.

Statistical Information Required by Guide 3

The statistical information required to be displayed under Item 1 pursuant to Guide 3, “Statistical Disclosure by Bank Holding Companies,” of the Exchange Act Industry Guides is incorporated herein by reference to the Consolidated Financial Statements and the notes thereto and the Management’s Discussion and Analysis of Financial Condition and

Results of Operations, Glossary of Selected Financial Terms, and Acronyms sections set forth at pages 3 through 78 of our 2017 Annual Report to shareholders. Certain information not contained in the 2017 Annual Report to shareholders, but required by Guide 3, is contained in the tables immediately following:

FIRST HORIZON NATIONAL CORPORATION

ADDITIONAL GUIDE 3 STATISTICAL INFORMATION

ON DECEMBER 31

(Unaudited)

Investment Portfolio
(Dollars in thousands)	2017		2016		2015
Securities available-for-sale:
Government agency issued mortgage-backed securities & collateralized mortgage obligations		$ 4,847,234		$ 3,756,645		$ 3,743,294
U.S. treasuries		99		100		100
Other U.S. government agencies*		-		-		102
States and municipalities		-		-		1,500
Corporate and other debt securities		55,782		-		-
Other		267,140		186,754		184,850
Total securities available-for-sale		$ 5,170,255		$ 3,943,499		$ 3,929,846
Securities held-to-maturity:
States and municipalities		$ -		$ 4,347		$ 4,320
Equity and other		10,000		10,000		10,000
Total securities held-to-maturity		$ 10,000		$ 14,347		$ 14,320

* Includes securities issued by government sponsored entities which are not backed by the full faith and credit of the U.S. Government.

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Loan Portfolio
(Dollars in thousands)	2017		2016		2015		2014		2013
Commercial:
Commercial, financial, and industrial	$	16,057,273	$	12,148,087	$	10,436,390	$	9,007,286	$	7,923,576
Commercial real estate		4,214,695		2,135,523		1,674,935		1,277,717		1,133,279
Total Commercial		20,271,968		14,283,610		12,111,325		10,285,003		9,056,855
Consumer:
Consumer real estate		6,367,755		4,523,752		4,766,518		5,048,071		5,333,371
Permanent mortgage		399,307		423,125		454,123		538,961		662,242
Credit card and other		619,899		359,033		354,536		358,131		336,606
Total Consumer		7,386,961		5,305,910		5,575,177		5,945,163		6,332,219
Total Loans	$	27,658,929	$	19,589,520	$	17,686,502	$	16,230,166	$	15,389,074

Short-Term Borrowings
(Dollars in thousands)	2017		2016		2015
Federal funds purchased	$	399,820	$	414,207	$	464,166
Securities sold under agreements to repurchase		656,602		453,053		338,133
Trading liabilities		638,515		561,848		566,019
Other short-term borrowings		2,626,213		83,177		137,861
Total	$	4,321,150	$	1,512,285	$	1,506,179

Maturities of Certificates of Deposit $100,000 and more on December 31, 2017

(Dollars in thousands)	0-3 Months		3-6 Months		6-12 Months		Over 12 Months		Total
Certificates of deposits $100,000 and more	$	388,710	$	287,383	$	560,076	$	722,336	$	1,958,505

Contractual Maturities of Commercial Loans on December 31, 2017
(Dollars in thousands)	Within 1 year		After 1 year Within 5 years		After 5 years		Total
Commercial, financial, and industrial	$	3,822,516	$	7,987,389	$	4,247,368	$	16,057,273
Commercial real estate		972,077		2,517,059		725,559		4,214,695
Total	$	4,794,593	$	10,504,448	$	4,972,927	$	20,271,968
For maturities over one year:
Interest rates - floating			$	7,452,550	$	3,748,117	$	11,200,667
Interest rates - fixed				3,051,898		1,224,810		4,276,708
Total			$	10,504,448	$	4,972,927	$	15,477,375

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ITEM 1A. RISK FACTORS

This Item outlines specific risks that could affect the ability of our various businesses to compete, change our risk profile, or materially impact our operating results or financial condition. Our operating environment continues to evolve and new risks continue to emerge. To address that challenge we have a risk management governance structure that oversees processes for monitoring evolving risks and oversees various initiatives designed to manage and control our potential exposure.

The following discussion highlights risks which could impact us in material ways by causing our future

results to differ materially from our past results, by causing future results to differ materially from current expectations, or by causing material changes in our financial condition. In this Item we have outlined risks that we believe are important to us at the present time. However, other risks may prove to be important in the future, and new risks may emerge at any time. We cannot predict with certainty all potential developments which could materially affect our financial performance or condition.

TABLE OF ITEM 1A TOPICS

Topic	Page
Forward-Looking Statements	17
Competition Risks	18
Risk From Economic Downturns and Changes	19
Risks Associated with Monetary Events	19
Strategic and Macro Risks	20
Risks Related to Businesses We May Exit	21
Legacy Mortgage Business Risks	21
Reputation Risks	23
Credit Risks	23
Operational Risks	25
Service Risks	26

Topic	Page
Regulatory, Legislative, and Legal Risks	26
Risks of Expense Control	28
Geographic Risks	28
Insurance	29
Liquidity and Funding Risks	29
Credit Ratings	30
Interest Rate and Yield Curve Risks	31
Asset Inventories and Market Risks	31
Accounting & Tax Risks	32
Tax Reform Law Risks	33
Risks of Holding our Stock	34

Forward-Looking Statements

This report on Form 10-K and our 2017 Annual Report, including materials incorporated into either of them, may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to our 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. 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; potential requirements for us to repurchase, or compensate for losses from, previously sold or securitized mortgages or securities based on such mortgages; 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; 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

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markets; inflation or deflation; customer, investor, competitor, regulatory, and legislative responses to any or all of these conditions; the financial condition of borrowers and other counterparties; competition within and outside the financial services industry; geopolitical developments including possible terrorist activity; natural disasters; effectiveness and cost-efficiency of our hedging practices; technological changes; fraud, theft, or other incursions through conventional, electronic, or other means affecting us directly or affecting our customers, business counterparties, or competitors; demand for our product offerings; new products and services in the industries in which we operate; the increasing use of new technologies to interact with customers and others; and critical accounting estimates. Other factors are those 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 customer profiles. Additionally, the actions of the Securities and Exchange Commission (SEC), the Financial Accounting Standards Board (FASB), the Office of the Comptroller of the Currency (OCC), the Board of Governors of the Federal Reserve System (Federal Reserve), the Federal Deposit Insurance Corporation (FDIC), the Financial Industry Regulatory Authority (FINRA), the U.S. Department of the

Treasury (Treasury), the Municipal Securities Rulemaking Board (MSRB), the Consumer Financial Protection Bureau (CFPB), the Financial Stability Oversight Council (Council), the Public Company Accounting Oversight Board (PCAOB), and other regulators and agencies; pending, threatened, or possible future regulatory, administrative, and judicial outcomes, actions, and proceedings; current or future Executive orders; changes in laws and regulations applicable to us; and our success in executing our business plans and strategies and managing the risks involved in the foregoing, could cause actual results to differ, perhaps materially, from those contemplated by the forward-looking statements.

We assume no obligation to update or revise any forward-looking statements that are made in this report on Form 10-K, in our 2017 Annual 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 below, in other Items of this report, or in material incorporated by reference into this report. Readers of this report, including our 2017 Annual Report, should carefully consider the factors discussed in this Item 1A below, among others, in evaluating forward-looking statements and assessing our prospects.

Competition Risks 

We are subject to intense competition for customers, and the nature of that competition is changing quickly. Our primary areas of competition for customers include: consumer and commercial deposits, commercial loans, consumer loans including home mortgages and lines of credit, financial planning and wealth management, fixed income products and services, and other consumer and commercial financial products and services. Our competitors in these areas include national, state, and non-US banks, savings and loan associations, credit unions, consumer finance companies, trust companies, investment counseling firms, money market and other mutual funds, insurance companies and agencies, securities firms, mortgage banking companies, hedge funds, and other financial services companies (traditional and otherwise) that serve the markets which we serve.

Some competitors are traditional banks, subject to the same regulatory framework as we are, while others are not banks and in many cases experience a significantly different or reduced degree of regulation. Long-standing examples of less-regulated activity include check-cashing and independent ATM services. A

recent example of unregulated activity is so-called “peer-to-peer” lending, where investors provide debt capital directly to borrowers.

Through technological innovations and changes in customer habits, the manner in which customers use financial services is changing. We provide a large number of services remotely (desktop, online, or mobile), and physical branch utilization has been in long-term decline throughout the industry for many years. Technology has helped us reduce costs and improve service, but also has allowed disruptors to enter traditional banking areas. Some traditional consumer banking services are largely provided through retailers, especially grocery stores and so-called super-stores which customers visit frequently. Companies as disparate as PayPal (an online payment clearinghouse) and Starbucks (a large chain of cafes) provide payment and exchange services which compete directly with banks in ways not possible until recent times.

Also, the nature of technology-driven competition is starting to change. A number of recent technologies

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have worked with the existing financial system and traditional banks, such as the evolution of ATM cards into debit/credit cards and the evolution of debit/credit cards into smart phones. These sorts of technologies often have expanded the market for banking services overall while siphoning a portion of the revenues from those services away from banks and disrupting prior methods of delivering those services. But some recent innovations may tend to replace traditional banks as financial service providers rather than merely augment those services

For example, companies which claim to offer applications and services based on artificial intelligence are beginning to compete much more directly with traditional financial services companies in areas involving personal advice, including high-margin services such as financial planning and wealth management. The low-cost, high-speed nature of these “robo-advisor” services can be especially attractive to younger, less-affluent customers and potential customers.

Similarly, crypto-currencies and other inventions based on blockchain technology eventually may be the foundation for greatly enhancing transactional security throughout the banking industry, but also may eventually greatly reduce the need for banks as financial deposit-keepers and intermediaries.

We expect that competition will continue to grow more intense with respect to most of our products and services. Heightened competition tends to put downward pressure on revenues from affected items, upward pressure on marketing and other promotional costs, or both. For additional information regarding competition for customers, refer to the “Competition” heading of Item 1 beginning on page 14 of this report.

We compete for talent. Our most significant competitors for customers also are our most significant competitors for top talent. See “Operational Risks” beginning on page 25 of this Item 1A for additional information concerning this risk.

We compete to raise capital in the equity and debt markets. See “Liquidity and Funding Risks” beginning on page 29 of this Item 1A for additional information concerning this risk.

Risk from Economic Downturns and Changes 

Generally in an economic downturn our credit losses increase, demand for our products and services declines, and the credit quality of our loan portfolio declines. Delinquencies and credit losses generally increase during economic downturns due to an increase in liquidity problems for customers and downward pressure on collateral values. Likewise, demand for loans (at a given level of creditworthiness), deposit and other products, and financial services may decline during an economic downturn, and may be adversely affected by other national, regional, or local economic factors that impact demand for loans and

other financial products and services. Such factors include, for example, changes in employment rates, interest rates, real estate prices, or expectations concerning rates or prices. Accordingly, an economic downturn or other adverse economic change (local, regional, national, or global) can hurt our financial performance in the form of higher loan losses, lower loan production levels, lower deposit levels, compression of our net interest margin, and lower fees from transactions and services. Those effects can continue for many years after the downturn technically ends.

Risks Associated with Monetary Events 

The Federal Reserve has implemented significant economic strategies that have impacted interest rates, inflation, asset values, and the shape of the yield curve, and currently is transitioning from many years of easing to what may be an uneven, but extended, period of tightening. In recent years, in response to the recession in 2008 and the following uneven recovery, the Federal Reserve implemented a series of domestic monetary initiatives. Several of these have emphasized so-called quantitative easing strategies, the most recent of which ended during 2014. Since then the Federal Reserve raised rates five times during 2015-2017, in each case by a modest 25 basis points. Further rate changes reportedly are dependent on the Federal Reserve’s assessment of economic data as it becomes available. This data-dependent process, now in its fourth year, may represent a fitful transition to a tightening trend, or it may represent merely an

interim period during which rates have little clear up or down long-term trend.

Federal Reserve strategies can, and often are intended to, affect the domestic money supply, inflation, interest rates, and the shape of the yield curve. Effects on the yield curve often are most pronounced at the short end of the curve, which is of particular importance to us and other banks. Among other things, easing strategies are intended to lower interest rates, flatten the yield curve, expand the money supply, and stimulate economic activity, while tightening strategies are intended to increase interest rates, steepen the yield curve, tighten the money supply, and restrain economic activity. Other things being equal, a transition from easing to tightening should tend to diminish or reverse downward pressure on rates, and to diminish or end the stimulus effect that low rates tend to have on the economy. Many external

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factors may interfere with the effects of these plans or cause them to be changed unexpectedly. Such factors include significant economic trends or events as well as significant international monetary policies and events. An example of the former is the substantial drop in oil prices experienced during 2015 and the first half of 2016. An example of the latter is the July 2016 United Kingdom referendum calling for the U.K. to leave the European Union. Such strategies also can affect the U.S. and world-wide financial systems in ways that may be difficult to predict. For example, recent tightening by the Federal Reserve has at times flattened, rather than steepened, the yield curve due in part to high non-US demand for US-dollar fixed income securities. Risks associated with interest rates and the yield curve are discussed in this Item 1A under the caption “Interest Rate and Yield Curve Risks” beginning on page 31.

We may be adversely affected by economic and political situations outside the U.S. The U.S. economy, and the businesses of many of our customers, are linked significantly to economic and market conditions outside the U.S., especially in North America, Europe, and Asia, and increasingly in Central

and South America. Although we have little direct exposure to non-US-dollar-denominated assets or non-US sovereign debt, in the future major adverse events outside the U.S. could have a substantial indirect adverse impact upon us. Key potential events which could have such an impact include (i) sovereign debt default (default by one or more governments in their borrowings), (ii) bank and/or corporate debt default, (iii) market and other liquidity disruptions, and, if stresses become especially severe, (iv) the collapse of governments, alliances, or currencies, and (v) military conflicts. The methods by which such events could adversely affect us are highly varied but broadly include the following: an increase in our cost of borrowed funds or, in a worst case, the unavailability of borrowed funds through conventional markets; impacts upon our hedging and other counterparties; impacts upon our customers; impacts upon the U.S. economy, especially in the areas of employment rates, real estate values, interest rates, and inflation/deflation rates; and impacts upon us from our regulatory environment, which can change substantially and unpredictably from possible political response to major financial disruptions.

Strategic and Macro Risks 

We may be unable to successfully implement our strategy to grow our consumer and commercial banking businesses and our fixed income business. In 2007 and 2008 we modified our strategy in response to substantial and rapid changes in business conditions. In 2008 we sold our national mortgage platforms and closed our national lending operations. Since then we have closed a number of other units and sold loans and servicing assets, further reducing our exposure to legacy operations. More importantly, we renewed our emphasis on traditional banking and fixed income products and services.

Although our current strategy is expected to evolve as business conditions continue to change, at present our strategy is primarily to invest resources in our banking and fixed income businesses. Growth is expected to be coordinated with a focus on stronger and more stable returns on capital. In the past three years we have created a mix of organic growth, several tactical acquisitions, and a strategic acquisition (Capital Bank).

Organically, we have enhanced our market share in our traditional banking markets with targeted hires and marketing, expanded into other southeast U.S. markets with similar characteristics, and expanded with commercial lending and private client banking in the Houston, Texas market. We have made similar moves in our fixed income business.

Our acquisitions in the past three years have included two banks, commercial loan portfolios, a commercial loan placement and servicing business, and a fixed income firm specializing in government guaranteed loans. The Capital Bank transaction late in 2017 re-introduced us to the consumer mortgage business, though that business is much more modest than the ‘national’ mortgage businesses we exited in 2008.

In the future, we expect to pursue acquisitions if appropriate opportunities, within or outside of our current markets, present themselves, and we expect to continue to nurture profitable organic growth as well. We believe that the successful execution of our strategy depends upon a number of key elements, including:

● our ability to attract and retain customers in our banking market areas;

● our ability to achieve and maintain growth in our earnings while pursuing new business opportunities;

● in our fixed income business, our ability to maintain or strengthen our existing customer relationships while at the same time identifying and successfully executing upon opportunities to provide new or existing products and services to new or existing customers;

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● our ability to maintain a high level of customer service while reducing our physical branch count due to changing customer demand, all while expanding our remote banking services and expanding or enhancing our information processing, technology, compliance, and other operational infrastructures effectively and efficiently;

● our ability to manage the liquidity and capital requirements associated with growth, especially organic growth and cash-funded acquisitions; and

● our ability to manage effectively and efficiently the changes and adaptations necessitated by a complex, burdensome, and evolving regulatory environment.

We have in place strategies designed to achieve those elements that are significant to us at present. Our challenge is to execute those strategies and adjust them, or adopt new strategies, as conditions change.

To the extent we engage in bank or non-bank business acquisitions, we face various additional risks, including:

● our ability to identify, analyze, and correctly assess the execution, credit, contingency, and other risks in the acquisition and to price the transaction appropriately;

● our ability to integrate the acquired company into our operations quickly and cost-effectively;

● our ability to manage any operational or cultural assimilation risks associated with growth through acquisitions;

● our ability to integrate the franchise value of the acquired company with our own;

● our ability to retain core customers and key employees of the acquired company; and,

● under current laws, the prospect of substantially increased regulatory burdens and costs if we exceed $50 billion in asset size.

A type of strategic acquisition—a so-called “merger of equals” where the company we nominally acquire has similar size, operating contribution, or value—presents unique opportunities but also unique risks. Those special risks include:

● the potential for elevated and duplicative operating expenses if we are unable to integrate the two companies efficiently in a reasonable amount of time; and,

● a significant increase in the time horizon that may be needed before any substantial economies of scale are realized.

Just as disruptive business changes driven by new technologies and new customer preferences can adversely impact us and our entire industry, similar events can adversely impact our commercial customers. In time, a major business disruption can cause long-standing or dominant businesses to fail, and can shrink or even end entire lines of business. An example of this is the business failure of the Blockbuster video distribution chain and most other video distribution stores, and the rise of Netflix. Many other examples of this kind of process are ongoing today in many industries, including publishing, retail sales, news, and the creation as well as distribution of audio and video entertainment. To the extent disruptions impact our customers, we may experience elevated loan losses and loss of ongoing business which we may not be able to recapture with new commercial customers.

Risks Related to Businesses We May Exit 

We may be unable to successfully implement a disposition of businesses or units which no longer fit our strategic plans. We could have closures and divestitures as we continue to adapt to a changing business and regulatory environment. Key risks associated with exiting a business include:

● our ability to price a sale transaction appropriately and otherwise negotiate acceptable terms;

● our ability to identify and implement key customer, technology systems, and other transition

actions to avoid or minimize negative effects on retained businesses;

● our ability to assess and manage any loss of synergies that the exited business had with our retained businesses; and

● our ability to manage capital, liquidity, and other challenges that may arise if an exit results in significant legacy cash expenditures or financial loss.

Legacy Mortgage Business Risks 

We have risks from the mortgage-related businesses we exited, including mortgage loan repurchase and loss-reimbursement risk, claims of improper foreclosure practices, claims of non-compliance with contractual and regulatory requirements, and the risk of higher default rates on loans made by our former businesses. In 2008 we exited our national mortgage and national specialty lending businesses. However, we still retain as assets a significant amount of loans that those businesses created. Most of those

loans are secured by residential or other real estate situated across the U.S. We retain the risk of liability to customers and contractual parties with whom we dealt in the course of operating those businesses. These legacy assets and obligations continue to impose risks on us. Key risks include:

● We experienced elevated losses related to claims that we did not comply with contractual or other legal requirements when we sold mortgage loans.

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Losses may continue, irregularly. Although our expenses related to these matters have declined substantially, and in recent years we have experienced reserve releases, new information could be received in the future resulting in adverse adjustments related to exposures. Our total repurchase and foreclosure provision expense was $170.0 million for 2013, negative $4.3 million for 2014, zero for 2015, negative $32.7 million for 2016, and negative $22.5 million for 2017.

● We are defending litigation matters associated with claims arising out of our former mortgage securitization activities. The outcome of those matters is uncertain; losses in excess of current accruals (reserves) could be material.

● The trustee for those securitizations could demand repurchase of loans placed into securitizations or make-whole damages if we breached contractual requirements or obligations, or could demand that we indemnify the trustee if the trustee is sued. We have received one such indemnity demand, for expenses.

● We have responded to investigations and inquiries by various parties, including government agencies, related to mortgage loans we originated. Inquiries have been wide ranging. A few have led to litigation. One investigation, involving the FHA insurance program, led to a settlement of $212.5 million in 2015.

● We could be subject to claims that servicing-related actions were done improperly, or improperly were not done. Although we may be able to demand indemnity in cases where servicing was performed on our behalf by another institution, there is risk that such an indemnity demand could be refused by the institution or rejected by an appropriate court.

Other trends adverse to us may emerge from this legacy business. Additional information concerning risks related to our former mortgage businesses and our management of them, all of which is incorporated into this Item 1A by this reference, is set forth: under the captions “Repurchase Obligations, Off-Balance Sheet Arrangements, and Other Contractual Obligations” beginning on page 61, “Repurchase and Foreclosure Liability” beginning on page 65, and “Repurchase and Foreclosure Liability” beginning on page 68 of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 7 of this report; and under the captions “Material Matters” and “Obligations from Legacy Mortgage Businesses” beginning on pages 141 and 142, respectively, which is part of the material from our

2017 Annual Report that has been incorporated by reference into Item 8 of this report.

We have exposures related to the mortgage servicing obligations and assets which we retained after we generally sold our mortgage businesses in 2008, especially in relation to the subservicing arrangements we made between 2008 and the sale of substantially all our remaining servicing assets completed in 2014. When we sold our origination and servicing businesses in 2008 we retained significant servicing obligations and assets. At that time we engaged as our subservicer the purchaser of our business. In 2011 that engagement expired and we engaged a new subservicer. Our 2008 subservicer experienced significant losses in connection with its servicing business. Our 2008 subservicer has informed us that it expects us to reimburse it for a significant portion of its losses and costs under our subservicing agreement. We disagree with our 2008 subservicer’s position and have made no reimbursements. We also believe that certain amounts billed us by agencies for penalties and curtailments of claims by the subservicer prior to the 2011 subservicing transfer but billed after that date are owed by the subservicer. This disagreement has the potential to result in litigation and, in any such future litigation, the claim against us may be substantial.

In addition, our 2011 subservicer has asserted several categories of contractual indemnity obligations under agreements we have with that subservicer. Although no litigation is pending, this matter has the potential to result in a substantial claim against us.

Additional information concerning risks related to former servicing and foreclosure practices and our management of them, all of which is incorporated into this Item 1A by this reference, is set forth: under the captions “Repurchase and Foreclosure Liability” beginning on page 65, “Foreclosure Practices” beginning on page 67, and “Repurchase and Foreclosure Liability” beginning on page 68 of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 7 of this report; and under the captions “Servicing Obligations” and “Repurchase and Foreclosure Liability” in Note 17—Contingencies and Other Disclosures, beginning on pages 143 and 144, respectively, of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 8 of this report.

Several large purchasers of mortgage-backed securities have filed suits against the trustees for those securitizations asserting various theories of liability. The trustee of our securitizations is defending

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such matters, and many of our securitizations are among those alleged to have been purchased by the plaintiffs. The claims for damages are based in part on allegations that the trustee did not properly or timely act against the originators of the securitizations or the servicers of the loans, and further assert that the trustee has affirmative duties to act which were not set forth in

the legal trust documents. Some of the legal theories advanced are untested or unsettled. Although we are not a defendant in these proceedings, these complex suits may progress or evolve so as to compel us to defend ourselves or our trustee, and could create financial exposure for us.

Reputation Risks 

Our ability to conduct and grow our businesses, and to obtain and retain customers, is highly dependent upon external perceptions of our business practices and financial stability. Our reputation is, therefore, a key asset for us. Our reputation is affected principally by our business practices and how those practices are perceived and understood by others. Adverse perceptions regarding the practices of our competitors, or our industry as a whole, also may adversely impact our reputation. In addition, negative perceptions relating to parties with whom we have important relationships may adversely impact our reputation. Senior management oversees processes for reputation risk monitoring, assessment, and management.

Damage to our reputation could hinder our ability to access the capital markets or otherwise impact our liquidity, could hamper our ability to attract new customers and retain existing ones, could impact the market value of our stock, could create or aggravate regulatory difficulties, and could undermine our ability to attract and retain talented employees, among other things. Adverse impacts on our reputation, or the reputation of our industry, may also result in greater regulatory and/or legislative scrutiny, which may lead to laws or regulations that change or constrain our business or operations. Events that result in damage to our reputation also may increase our litigation risk.

Credit Risks 

We face the risk that our customers may not repay their loans and that the realizable value of collateral may be insufficient to avoid a charge-off. We also face risks that other counterparties, in a wide range of situations, may fail to honor their obligations to pay us. In our business some level of credit charge-offs is unavoidable and overall levels of credit charge-offs can vary substantially over time. To take the most recent example, net charge-offs were $131.8 million in 2007, and increased to $572.8 million and $832.3 million in 2008 and 2009, respectively. Beginning in 2010, net charge-offs began to decline, reaching $31.2 million in 2015, $19.2 million in 2016, and $12.5 million in 2017. In recent years, our loan loss reserves also have declined from high levels. The allowance for loan loss was $189.6 million as of December 31, 2017, down substantially from $896.9 million and $849.2 million at year-end 2009 and 2008, respectively.

Our ability to manage credit risks depends primarily upon our ability to assess the creditworthiness of loan customers and other counterparties and the value of any collateral, including real estate, among other things. We further manage lending credit risk by diversifying our loan portfolio, by managing its granularity, by following per-relationship lending limits, and by recording and managing an allowance for loan losses based on the factors mentioned above and in accordance with applicable accounting rules.

We further manage other counterparty credit risk in a variety of ways, some of which are discussed in other parts of this Item 1A and all of which have as a primary goal the avoidance of having too much risk concentrated with any single counterparty.

We record loan charge-offs in accordance with accounting and regulatory guidelines and rules. As indicated in this Item 1A under the caption “Accounting & Tax Risks” beginning on page 32, these guidelines and rules could change and cause provision expense or charge-offs to increase, or to be recognized on an accelerated basis, for reasons not always related to the underlying performance of our portfolio. Moreover, the SEC or PCAOB could take accounting positions applicable to our holding company that may be inconsistent with those taken by the Federal Reserve, OCC, or other banking regulators.

A significant challenge for us is to keep the credit and other models and approaches we use to originate and manage loans updated to take into account changes in the competitive environment, in real estate prices and other collateral values, in the economy, and in the regulatory environment, among other things, based on our experience originating loans and servicing loan portfolios. Changes in modeling could have significant impacts upon our reported financial results and condition. In addition, we use those models and approaches to manage our loan portfolios and lending

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businesses. To the extent our models and approaches are not consistent with underlying real-world conditions, our management decisions could be misguided or otherwise affected with substantial adverse consequences to us.

A significant subset of our home equity lines of credit were originated prior to our mortgage platform sale in 2008. A large number of those loans recently have been and (through 2018) will be switching from interest-only payments to full amortization payments of principal and interest combined. In reserving for potential loss in this portfolio we model an increased rate of default associated with the higher monthly payment requirements when that switch occurs. Our modeling is based, among other things, on our experience with this portfolio, but risk remains that actual default rates could exceed our modeling.

The low-interest rate environment has elevated the traditional challenge for lenders and investors to balance taking on higher risk against the desire for higher income or yield. This challenge applies not only to credit risk in lending activities but also to default and rate risks regarding investments.

As interest rates rise, default risk also rises. As borrowers’ obligations to pay interest increase, financial weaknesses become more evident. Initially this will result in lower consumer credit scores and lower commercial loan grading, and eventually will result in higher default rates.

The composition of our loan portfolio inherently increases our sensitivity to certain credit risks. At December 31, 2017, approximately 58% of total loans consisted of the commercial, financial, and industrial (C&I) category, while approximately 23% consisted of the consumer real estate category.

The largest component of the C&I category at year end was loans to finance and insurance companies, a component which represented about 18% of the C&I category at that time. The second largest component was loans to mortgage companies. As a result, approximately 31% of the C&I category was sensitive to impacts on the financial services industry. As discussed elsewhere in this Item 1A with respect to our company, the financial services industry is more sensitive to interest rate and yield curve changes, monetary policy, regulatory policy, changes in real estate and other asset values, and changes in general economic conditions, than many other industries. Negative impacts on the industry could dampen new lending in these lines of business and could create credit impacts for the loans in our portfolio.

The consumer real estate category contains a number of concentrations which affect credit risk assessment of the category.

● Product concentration. The consumer real estate category consists primarily of consumer installment loans, and much of the remainder consists of home equity lines of credit.

● Collateral concentration. This entire category is secured by residential real estate. Approximately 24% of the category consists of loans secured on a second-lien basis.

● Geographic concentration. At year end about 51% of the category related to Tennessee customers, 16% related to North Carolina, 13% related to Florida, 4% related to California, and no other state represented more than 3% of the category.

● Legacy concentration. We still have more than $1 billion of loans originated before 2009 by our legacy national mortgage lending business. Those include loans we originated and did not sell, along with loans we have repurchased in the course of resolving claims with loan buyers. Our legacy loan portfolio continues to shrink, but the rate of shrinkage is slowing.

The consumer real estate category is highly sensitive to economic impacts on consumer customers and on residential real estate values. Job loss or downward job migration, as well as significant life events such as divorce, death, or disability, can significantly impact credit evaluations of the portfolio. Also, in the current environment regulatory changes, discussed above and elsewhere in this Item 1A, are more likely to affect the consumer category and our accounting estimates of credit loss than other loan types.

Our exposure to the volatile oil & gas industry is modest but growing. Our Houston office specializes in commercial lending, which in that office significantly focuses on three areas: energy, commercial real estate (CRE), and commercial, financial, & industrial (C&I). Much of our Houston business is connected, at least in part, to the energy industry, especially oil and gas production and distribution. In addition to general credit and other risks mentioned elsewhere in this Item 1A, the energy business and related assets are sensitive to a number of factors specific to that industry. Key among those is global demand for energy and other products from oil and gas in relation to supply. The shifting balance between demand and supply is expressed most simply in prices. Although the financial impact from recent oil-price volatility on our overall loan business was relatively modest, we did experience elevated charge-offs. The impact was moderate in part because we did not have a substantial portfolio in the industry before prices started to fall. Going forward, volatility in oil prices could impact our financial performance and growth of our Houston-based lending business.

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Additional information concerning credit risks and our management of them is set forth under the captions “Asset Quality” beginning on page 31, “Commercial Loan Portfolios” beginning on page 31, “Consumer Loan Portfolios” beginning on page 38, “Credit Risk Management” beginning on page 57, and “Allowance for Loan Losses” beginning on page 67 of the

Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 7 of this report.

Operational Risks 

Our ability to conduct and grow our businesses is dependent in part upon our ability to create, maintain, expand, and evolve an appropriate operational and organizational infrastructure, manage expenses, and recruit and retain personnel with the ability to manage a complex business. Operational risk can arise in many ways, including: errors related to failed or inadequate physical, operational, information technology, or other processes; faulty or disabled computer or other technology systems; fraud, theft, physical security breaches, electronic data and related security breaches, or other criminal conduct by employees or third parties; and exposure to other external events. Inadequacies may present themselves in myriad ways. Actions taken to manage one risk may be ineffective against others. For example, information technology systems may be insufficiently redundant to withstand a fire, incursion, malware, or other major casualty, and they may be insufficiently adaptable to new business conditions or opportunities. Efforts to make such systems more robust may also make them less adaptable. Also, our efforts to control expenses, which is a significant priority for us, increases our operational challenges as we strive to maintain customer service and compliance at high quality and low cost.

A serious information technology security (cybersecurity) breach can cause significant damage and at the same time be difficult to detect even after it occurs. Among other things, that damage can occur due to outright theft or extortion of our funds, fraud or identity theft perpetrated on customers, or adverse publicity associated with a breach and its potential effects. Perpetrators potentially can be employees, customers, and certain vendors, all of whom legitimately have access to some portion of our systems, as well as outsiders with no legitimate access. Because of the potentially very serious consequences associated with these risks, our electronic systems and their upgrades need to address internal and external security concerns to a high degree, and our systems have to comply with applicable banking and other regulations pertaining to bank safety and customer protection. Although many of our defenses are systemic and highly technical, others are much older and more basic. For example, periodically we train all our employees to recognize red flags associated with

fraud, theft, and other electronic crimes, and we educate our customers as well through regular and episodic security-oriented communications. We expect our systems and regulatory requirements to continue to evolve as technology and criminal techniques also continue to evolve.

The operational functions we outsource to third parties may experience similar disruptions that could adversely impact us and over which we may have limited control and, in some cases, limited ability to obtain quickly an alternate vendor. To the extent we rely on third party vendors to perform or assist operational functions, the challenge of managing the associated risks becomes more difficult.

The operational functions of business counterparties may experience disruptions that could adversely impact us and over which we may have limited or no control. For example, in recent years several major U.S. retailers, a major electronic mail provider, and a major credit reporting firm all experienced data systems incursions reportedly resulting in the thefts of credit and debit card information, online account information, and other data of millions of customers. Retailer incursions affect cards issued and deposit accounts maintained by many banks, including our Bank. Although our systems are not breached in retailer incursions, these events can increase account fraud and can cause us to reissue a significant number of account cards and take other costly steps to avoid significant theft loss to our Bank and our customers. Our ability to recoup our losses may be limited legally or practically in many situations. Other possible points of incursion or disruption not within our control include internet service providers, social media portals, distant-server (“cloud”) service providers, electronic data security providers, telecommunications companies, and smart phone manufacturers.

Failure to build and maintain the necessary operational infrastructure, failure of that infrastructure to perform its functions, or failure of our disaster preparedness plans if primary infrastructure components suffer damage, can lead to risk of loss of service to customers, legal actions, and noncompliance with applicable regulatory standards. Additional information concerning

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operational risks and our management of them, all of which is incorporated into this Item 1A by this reference, appears under the caption “Operational Risk Management” beginning on page 56 of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 7 of this report.

The delivery of financial services to customers and others increasingly depends upon technologies, systems, and multi-party infrastructures which are new, creating or enhancing several risks discussed elsewhere. Examples of the risks created or enhanced by the widespread and rapid adoption of relatively untested technologies include: security incursions; operational malfunctions or other disruptions; and legal claims of patent or other intellectual property infringement.

Competition for talent is substantial and increasing. Moreover, revenue growth in some business lines increasingly depends upon top talent. In the past three years the cost to us of hiring and retaining top

revenue-producing talent has increased, and that trend is likely to continue. The primary tools we use to attract and retain talent are: salaries; commission, incentive, and retention compensation programs; retirement benefits; change in control severance benefits; health and other welfare benefits; and our corporate culture. To the extent we are unable to use these tools effectively, we face the risk that, over time, our best talent will leave us and we will be unable to replace those persons effectively.

Incentives might operate poorly or have unintended adverse effects. Incentive programs are difficult to design well, and even if well-designed often they must be updated to address changes in our business. A poorly designed incentive program—where goals are too difficult, too easy, or not well related to desired outcomes—could provide little useful motivation to key employees, could increase turnover, and could impact customer retention. Moreover, even where those pitfalls are avoided, incentive programs may create unintended adverse consequences. For example, a program focused entirely on revenue production, without proper controls, may result in costs growing faster than revenues.

Service Risks 

We provide a wide range of services to customers, and the provision of these services may create claims against us that we provided them in a manner that harmed the customer or a third party, or was not compliant with applicable laws or rules. Our services include lending, loan servicing, fiduciary, custodial, depositary, funds management, insurance, and advisory services, among others. We manage these risks primarily through training programs, compliance programs, and supervision processes. Additional

information concerning these risks and our management of them, all of which is incorporated into this Item 1A by this reference, appears under the captions “Operational Risk Management” and “Compliance Risk Management,” beginning on pages 56 and 57, respectively, of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 7 of this report.

Regulatory, Legislative, and Legal Risks 

The regulatory environment is challenging. We operate in a heavily regulated industry. The regulatory environment changed significantly as a result of Dodd-Frank. Our regulatory burdens, including both operating restrictions and ongoing compliance costs, are substantial.

We are subject to many banking, deposit, insurance, securities brokerage and underwriting, and consumer lending regulations in addition to the rules applicable to all companies publicly traded in the U.S. securities markets and, in particular, on the New York Stock Exchange. Failure to comply with applicable regulations could result in financial, structural, and operational penalties. In addition, efforts to comply with applicable regulations may increase our costs

and/or limit our ability to pursue certain business opportunities. See “Supervision and Regulation” in Item 1 of this report, beginning on page 6, for additional information concerning financial industry regulations. Federal and state regulations significantly limit the types of activities in which we, as a financial institution, may engage. In addition, we are subject to a wide array of other regulations that govern other aspects of how we conduct our business, such as in the areas of employment and intellectual property. Federal and state legislative and regulatory authorities increasingly consider changing these regulations or adopting new ones. Such actions could further limit the amount of interest or fees we can charge, could further restrict our ability to collect loans or realize on

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collateral, could affect the terms or profitability of the products and services we offer, or could materially affect us in other ways. Additional federal and state consumer protection regulations also could expand the privacy protections afforded to customers of financial institutions, restricting our ability to share or receive customer information and increasing our costs.

The following paragraphs highlight certain specific important risk areas related to regulatory matters currently. These paragraphs do not describe these risks exhaustively, and they do not describe all such risks that we face currently. Moreover, the importance of specific risks will grow or diminish as circumstances change.

We and our Bank both are required to maintain certain regulatory capital levels and ratios. In 2013 regulators adopted enhancements to U.S. capital standards based on international standards known as “Basel III.” They are discussed in Item 1 of this report, in tabular and narrative form, under the caption “Capital Adequacy” starting on page 8.

Pressures to maintain appropriate capital levels and address business needs in the current economy may lead to actions that could be dilutive or otherwise adverse to our shareholders. Such actions could include: reduction or elimination of dividends; the issuance of common or preferred stock, or securities convertible into stock; or the issuance of any class of stock having rights that are adverse to those of the holders of our existing classes of common or preferred stock.

Additional information concerning these risks and our management of them, all of which is incorporated into this Item 1A by this reference, appears: under the captions “Capital Adequacy” and “Prompt Corrective Action (PCA)” in Item 1 of this report beginning on pages 8 and 9, respectively; under the captions “Capital—2017 Compared to 2016,” “Capital Management and Adequacy,” and “Market Uncertainties and Prospective Trends” beginning on pages 26, 56, and 66, respectively, of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 7 of this report; and under the caption “Regulatory Capital” in Note 12—Regulatory Capital and Restrictions, beginning on page 131 of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 8 of this report.

We are required to conduct and submit annual stress tests, the outcomes of which could further increase our capital requirements and could

damage our reputation and our ability to obtain credit. Stress testing processes require banks to estimate the impact on capital, liquidity, and other measures of safety of certain assumed environmental shocks. A failure to satisfy regulatory stress testing, or another significant risk management standard, could result in the imposition of operating restrictions on us and require us to raise capital, which could adversely affect operating results or be dilutive to our shareholders. In addition, a summary of a portion of the stress results must be made public. A poor result could impact our reputation generally and our ability to borrow funds.

Stress-testing may create unintended adverse incentives which may promote counter-productive tactics. Stress testing includes “rate shocks” which model the financial impact of sudden large increases in market interest rates upon us. In practical effect this encourages banks to shorten the “duration” of their assets (loans and investments), discouraging long-term assets. Shortening duration should improve a bank’s ability to withstand a very large rate shock. However, it also can reduce the effective yield a bank receives from its assets, which would put downward pressure on revenues, margins, and earnings.

Legal disputes are an unavoidable part of business, and the outcome of pending or threatened litigation cannot be predicted with any certainty. We face the risk of litigation from customers, employees, vendors, contractual parties, and other persons, either singly or in class actions, and from federal or state regulators. We manage those risks through internal controls, personnel training, insurance, litigation management, our compliance and ethics processes, and other means. However, the commencement, outcome, and magnitude of litigation cannot be predicted or controlled with any certainty.

Typically we are unable to estimate our loss exposure from claims against us until relatively late in the litigation process, which can make our financial recognition of loss from litigation unpredictable and highly uneven from one period to the next. Currently we are defending a number of legal matters. For most of them we have established either no accrual (reserve) or no significant reserve. Financial accounting guidance requires that litigation loss be both estimable and probable before a reserve may be established (recorded as a liability on our balance sheet). For most litigation matters, under that guidance reserves typically are not established until after preliminary motions to dismiss or narrow the case are resolved, after discovery is substantially in process, and (in many cases) after preliminary overtures regarding settlement have occurred. Potentially significant cases often are pending for years before any loss is recognized and a reserve is established. Moreover, it is

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not uncommon for a case to experience relatively little progress toward resolution for a long period followed by a brief period of rapid development. Lastly, although most cases are resolved with little or no loss to us, for the others loss typically is recognized either all at once (near the time of resolution) or very unevenly over the life of the case.

Additional information concerning litigation risks and our management of them, all of which is incorporated into this Item 1A by this reference, appears: under the caption “Legacy Mortgage Business Risks” beginning on page 21 of this report; under the captions “Repurchase Obligations, Off-Balance Sheet

Arrangements, and Other Contractual Obligations,” “Repurchase and Foreclosure Liability,” “Market Uncertainties and Prospective Trends,” and “Contingent Liabilities” beginning on pages 61, 65, 66, and 70, respectively, of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 7 of this report; and under the caption “Contingencies” in Note 17—Contingencies and Other Disclosures, beginning on page 140 of our 2017 Annual Report, which is part of the material from that report that has been incorporated by reference into Item 8 of this report.

Risks of Expense Control 

Our ability to successfully manage expenses is important to our long-term survival and prosperity but in part is subject to risks beyond our control. Many factors can influence the amount of our expenses, as well as how quickly they grow. As our businesses change, either by expansion or contraction, additional expenses can arise from asset purchases, structural reorganization, evolving business strategies, and changing regulations, among other things. The importance of managing expenses has been amplified in the recent slow growth, low net interest margin business environment.In the past five years our noninterest expense generally has grown less quickly than our assets and revenues. However, noninterest expense has been made more volatile year-to-year, and especially quarter-to-quarter, by idiosyncratic charges related to legacy mortgage activities as discussed in this Item 1A under the caption “Legacy Mortgage Business Risks” beginning on page 21. Noninterest expense in 2017 deviated from our recent trend, primarily due to expenses related to strategic acquisitions and tax reform legislation.

We manage controllable expenses and risk through a variety of means, including selectively outsourcing or multi-sourcing various functions and procurement coordination and processes. In recent years we have actively sought to make strategic businesses more

efficient primarily by investing in technology, re-thinking and right-sizing our physical facilities, and re-thinking and right-sizing our workforce and incentive programs. These efforts usually entail additional near-term expenses in the form of technology purchases and implementation, facility closure or renovation costs, and severance costs, while expected benefits typically are realized with some uncertainty in the future.

We have also re-focused our attention on the economic profit generated by our business activities and prospects rather than merely revenues or ordinary profit. Economic profit analysis attempts to relate ordinary profit to the capital employed to create that profit with the goal of achieving higher (more efficient) returns on capital employed overall. Activities with higher capital usage bear a greater burden in economic profit analysis. The process is intended to allow us to more efficiently manage investment of our resources. Economic profit analysis involves significant judgment regarding capital allocation. Mistakes in those judgments could result in a misallocation of resources and diminished profitability over the long run.

Despite our efforts, our costs could rise due to adverse structural changes or market shifts. For example, the overall cost of our health insurance benefit is highly dependent upon regulatory factors and market forces beyond our control.

Geographic Risks 

We are subject to risks of operating in various jurisdictions. To a significant degree our banking business is exposed to economic, regulatory, natural disaster, and other risks that primarily impact Tennessee and neighboring states where we do our traditional banking business. If the southeastern U.S. were to experience adversity not shared by other parts

of the country, we are likely to experience adversity to a degree not shared by those competitors which have a broader or different regional footprint. Examples of these kinds of risks include: earthquakes in Memphis; hurricanes in south Florida or coastal Texas; a major change in health insurance laws impacting the many

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healthcare companies in middle Tennessee; and automotive industry plant closures.

We have international assets in the form of loans and letters of credit. Holding non-U.S. assets creates a number of risks: the risk that taxes, fees, prohibitions, and other barriers and constraints may be created or increased by the U.S. or other countries that would impact our holdings; the risk that currency exchange rates could move unfavorably so as to diminish the U.S. dollar value of assets, or to enlarge the U.S. dollar

value of liabilities; and the risk that legal recourse against foreign counterparties may be limited in unexpected ways. Our ability to manage those and other risks depends upon a number of factors, including: our ability to recognize and anticipate differences in legal, cultural, and other expectations applicable to customers, regulators, vendors, and other business partners and counterparties; and our ability to recognize and manage any exchange rate risks to which we are exposed.

Insurance 

Our property and casualty insurance may not cover or may be inadequate to cover the risks that we face, and we are or may be adversely affected by a default by the insurers that provide us mortgage and bank-owned life insurance. We use insurance to manage a number of risks, including damage or destruction of property as well as legal and other liability. Not all such risks are insured, in any given insured situation our insurance may be inadequate to cover all loss, and many risks we face are uninsurable. For those risks that are insured, we also face the risks that the insurer may default on its obligations or that the insurer may refuse to honor them. We treat the former risk as a type of credit risk, which we manage by reviewing the insurers that we use and by striving to use more than one insurer when practical. The risk of refusal, whether due to honest disagreement or bad faith, is inherent in any contractual situation.

A portion of our consumer loan portfolio involves mortgage default insurance. If a default insurer were to experience a significant credit downgrade or were to become insolvent, that could adversely affect the carrying value of loans insured by that company, which could result in an immediate increase in our loan loss provision or write-down of the carrying value of those loans on our balance sheet and, in either case, a corresponding impact on our financial results. If many default insurers were to experience downgrades or

insolvency at the same time, the risk of a financial impact would be amplified.

We own certain bank-owned life insurance policies as assets on our books. Some of those policies are “general account” and others are “separate account.” The general account policies are subject to the risk that the carrier might experience a significant downgrade or become insolvent. The separate account policies are less susceptible to carrier risk, but do carry a higher risk of value fluctuations in securities which underlie those policies. Both risks are managed through periodic reviews of the carriers and the underlying security values. However, particularly for the general account policies, our ability to liquidate a policy in anticipation of an adverse carrier event is significantly limited by applicable insurance contracts and regulations as well as by a substantial tax penalty which could be levied upon early policy termination.

When we self-insure certain exposures, our estimates of future expenditures may be inadequate for actual expenditures that occur. For example, we self-insure our employee health-insurance benefit program. We estimate future expenditures and establish accruals (reserves) based on the estimates. If actual expenditures were to exceed our estimates in a future period, our future expenses could be adversely and unexpectedly increased.

Liquidity and Funding Risks 

Liquidity is essential to our business model and a lack of liquidity or an increase in the cost of liquidity may materially and adversely affect our businesses, results of operations, financial conditions and cash flows. In general, the costs of our funding directly impact our costs of doing business and, therefore, can positively or negatively affect our financial results. Our funding requirements in 2017 were met principally by deposits, by financing from

other financial institutions, and by funds obtained from the capital markets.

Deposits traditionally have provided our most affordable funds and by far the largest portion of funding. However, deposit trends can shift with economic conditions. As the economy improves and market rates rise, deposit levels in our Bank might fall, perhaps fairly quickly if a tipping point is reached, as depositors become more comfortable with risk and seek higher returns in other vehicles. This could

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pressure us to raise our deposit rates, which could shrink our net interest margin if loan rates do not rise correspondingly.

The market among banks for deposits may be impacted by the Basel III capital rules. Those rules generally provide favorable treatment for core deposits. Moreover, institutions with more than $50 billion of assets are required to maintain a minimum Liquidity Coverage ratio. Larger banks covered by this rule may be incented to compete for core deposits vigorously. Although mid-sized banks, like ours, are not directly impacted by this rule, if some large banks in our markets take aggressive actions we could lose deposit share or be compelled to adjust our deposit pricing and practices in ways that could increase our costs.

We also depend upon financing from private institutional or other investors by means of the capital markets. In 2014 we issued $400 million of senior Bank notes due 2019, and in 2015 we issued $500 million of senior holding-company notes due 2020. The 2015 notes refinanced an earlier five-year notes issue. Presently we believe we could access the capital markets again if we desired to do so. Risk remains, however, that capital markets may become unavailable to us for reasons beyond our control.

A number of more general factors could make funding more difficult, more expensive, or unavailable on affordable terms, including, but not limited to, our financial results, organizational or political changes, adverse impacts on our reputation, changes in the

activities of our business partners, disruptions in the capital markets, specific events that adversely impact the financial services industry, counterparty availability, changes affecting our loan portfolio or other assets, changes affecting our corporate and regulatory structure, interest rate fluctuations, ratings agency actions, general economic conditions, and the legal, regulatory, accounting, and tax environments governing our funding transactions. In addition, our ability to raise funds is strongly affected by the general state of the U.S. and world economies and financial markets as well as the policies and capabilities of the U.S. government and its agencies, and may remain or become increasingly difficult due to economic and other factors beyond our control.

Uncertainties about the future of LIBOR and other benchmark rates may impact our costs and our ability to manage our assets and liabilities to maintain our net interest margin. In 2017 international proposals were made to change, or no longer officially use, certain benchmark interest rates to which many loans and securities are linked. We cannot predict how or when LIBOR and other benchmarks may change nor the impact such changes may have on us, our customers, or the market for our notes or preferred stock.

Events affecting interest rates, markets, and other factors may adversely affect the demand for our products and services in our fixed income business. As a result, disruptions in those areas may adversely impact our earnings in that business unit.

Credit Ratings 

Our credit ratings directly affect the availability and cost of our unsecured funding. FHN and the Bank currently receive ratings from several rating agencies for unsecured borrowings. A rating below investment grade typically reduces availability and increases the cost of market-based funding. A debt rating of Baa3 or higher by Moody’s Investors Service, or BBB- or higher by Fitch Ratings, is considered investment grade for many purposes. At December 31, 2017, both rating agencies rated the unsecured senior debt of FHN and of the Bank as investment grade. The ratings outlook from Fitch was positive, and stable from Moody’s for both FHN and the Bank. To the extent that in the future we depend on institutional borrowing and the capital markets for funding and capital, we could experience reduced liquidity and increased cost of unsecured funding if our debt ratings were lowered further, particularly if lowered below investment grade. In addition, other actions by ratings agencies can create uncertainty about our ratings in the future and thus can adversely affect the cost and

availability of funding, including placing us on negative outlook or on watchlist. Please note that a credit rating is not a recommendation to buy, sell, or hold securities, is subject to revision or withdrawal at any time, and should be evaluated independently of any other rating.

Reductions in our credit ratings could result in counterparties reducing or terminating their relationships with us. Some parties with whom we do business may have internal policies restricting the business that can be done with financial institutions, such as the Bank, that have credit ratings lower than a certain threshold.

Reductions in our credit ratings could allow counterparties to terminate and immediately force us to settle certain derivatives agreements, and could force us to provide additional collateral with respect to certain derivatives agreements. At this time, those of our ISDA master agreements which have ratings triggers reference the lower of Standard & Poor’s Financial Services LLC or

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Moody’s ratings. Based on those ratings, for some time we have been required to post collateral in the amount of our derivative liability positions with most derivative counterparties. Should a credit rating

downgrade occur, the maximum additional collateral we would have been required to post is approximately $1 million as of December 31, 2017.

Interest Rate and Yield Curve Risks 

We are subject to interest rate risk because a significant portion of our business involves borrowing and lending money, and investing in financial instruments. A significant portion of our funding comes from short-term and demand deposits, while a significant portion of our lending and investing is in medium-term and long-term instruments. Changes in interest rates directly impact our revenues and expenses, and could expand or compress our net interest margin. We actively manage our balance sheet to control the risks of a reduction in net interest margin brought about by ordinary fluctuations in rates.

A flat or inverted yield curve may reduce our net interest margin and adversely affect our lending and fixed income businesses. The yield curve simply shows the interest rates applicable to short and long term debt. The curve is steep when short-term rates are much lower than long-term rates; it is flat when short-term rates are nearly equal to long-term rates; and it is inverted when short-term rates exceed long-term rates. Historically, the yield curve usually is positively sloped. However, the yield curve can be relatively flat or inverted. A flat or inverted yield curve tends to decrease net interest margin, which would adversely impact our lending businesses, and it tends to reduce demand for long-term debt securities, which would adversely impact the revenues of our fixed income business.

We may be in a transitional period, from a low-rate environment to one with more normal, or at least somewhat higher, rates. The yield curve eventually may steepen, though at least in the short term it has tended to flatten as short-term rates have risen somewhat faster than long-term ones. With higher rates and (eventually) a steeper yield curve, the new environment eventually should be positive for us, overall. However, some effects may be negative and the timing of various effects will be uneven. Examples include: (i) rising rates may create transitory

but significant outflows of deposits, which in turn could necessitate additional (and more costly) borrowing or raising deposit rates more quickly than anticipated; (ii) rising rates are likely to dampen consumer demand for mortgages, which could quickly reduce demand for our mortgage warehouse lending products; (iii) mortgage demand may change unevenly, with a brief uptick (to lock in still-low rates) followed by a more pronounced down-trend; and (iv) long-term rate changes may continue to lag short-term changes due to external factors such as high foreign demand for U.S. dollar fixed income securities.

Although our overall balance sheet remains asset-sensitive, we have partially moderated that sensitivity, which would somewhat diminish the benefits we otherwise would realize from a general rise in interest rates. Our asset-liability management has positioned our balance sheet to be “asset-sensitive.” As such, a general rise in rates should benefit us if, as we expect, the deposit and other rates we pay tend to rise more slowly than the rates we charge or receive on our assets. We believe an asset sensitive balance sheet remains appropriate. However, as short-term rates continue to rise from near zero, the risk of a future lowering of interest rates becomes more significant. The acquisition of Capital Bank has moderated our asset sensitivity slightly, which will somewhat diminish the benefits we otherwise would have realized from a general rise in interest rates. We believe an asset sensitive balance sheet remains appropriate, as we balance the market’s expectations for further rate increases against our exposure to, and the likelihood of, falling interest rates.

Expectations by the market regarding the direction of future interest rate movements can impact the demand for fixed income investments which in turn can impact the revenues of our fixed income business. That risk is most apparent during times when strong expectations have not yet been reflected in market rates, or when expectations are especially weak or uncertain.

Asset Inventories and Market Risks 

The trading securities inventories and loans held for sale in our fixed income business are subject to market and credit risks. In the course of that business we hold trading securities inventory and loan positions for purposes of distribution to customers, and we are exposed to certain market risks attributable principally

to credit risk and interest rate risk associated with these assets. We manage the risks of holding inventories of securities and loans through certain market risk management policies and procedures, including, for example, hedging activities and Value-at-Risk (“VaR”) limits, trading policies, modeling, and stress analyses.

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Average fixed income trading securities (long positions) were $1.2 billion for 2017, $1.2 billion for 2016, and $1.3 billion for 2015. Average fixed income trading liabilities (short positions) were $.8 billion, $.8 billion, $.7 billion for 2017, 2016, and 2015, respectively. Average loans held for sale in our fixed income business were $.3 billion for 2017, and were insignificant for earlier years. Additional information concerning these risks and our management of them, all of which is incorporated into this Item 1A by this reference, appears under the caption “Market Risk Management” beginning on page 53 of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section of our 2017 Annual Report, which is part of the material from that Report that has been incorporated by reference into Item 7 of this report.

Declines, disruptions, or precipitous changes in markets or market prices can adversely affect our fees and other income sources. We earn fees and other income related to our brokerage business and our management of assets for customers. Declines, disruptions, or precipitous changes in markets or market prices can adversely affect those revenue sources.

Significant changes to the securities market’s performance can have a material impact upon our assets, liabilities, and financial results. We have a number of assets and obligations that are linked, directly or indirectly, to major securities markets. Significant changes in market performance can have a material impact upon our assets, liabilities, and financial results.

An example of that linkage is our obligation to fund our pension plan so that it may satisfy benefit claims in the future. Our pension funding obligations generally depend upon actuarial estimates of benefits claims, the discount rate used to estimate the present values of those claims, and estimates of plan asset values. Our obligations to fund the plan can be affected by changes in any of those three factors. Accordingly, our obligations diminish if the plan’s investments perform better than expectations or if estimates are changed anticipating better performance, and can grow if those

investments perform poorly or if expectations worsen. A rise in interest rates is likely to negatively impact the values of fixed income assets held in the plan, but could also result in an increase in the discount rate used to measure the present value of future benefit payments. Similarly, our obligations can be impacted by changes in mortality tables or other actuarial inputs. We manage the risk of rate changes by investing plan assets in fixed income securities having maturities aligned with the expected timing of payouts. Because there are no new participants, the actuarial-input risk should diminish over time, although very slowly.

Changes in our funding obligation generally translate into positive or negative changes in our pension expense over time, which in turn affects our financial performance. Our obligations and expenses relative to the plan can be affected by many other things, including changes in our participating employee population and changes to the plan itself. Although we have taken actions intended to moderate future volatility in this area, risk of some level of volatility is unavoidable.

Our hedging activities may be ineffective, may not adequately hedge our risks, and are subject to credit risk. In the normal course of our businesses we attempt to create partial or full economic hedges of various, though not all, financial risks. For example: our fixed income unit manages interest rate risk on a portion of its trading portfolio with short positions, futures, and options contracts; and, we use derivatives, including swaps, swaptions, caps, forward contracts, options, and collars, that are designed to moderate the impact on earnings as interest rates change. Generally, in the latter example these hedged items include certain term borrowings and certain held-to-maturity loans.

Hedging creates certain risks for us, including the risk that the other party to the hedge transaction will fail to perform (counterparty risk, which is a type of credit risk), and the risk that the hedge will not fully protect us from loss as intended (hedge failure risk). Unexpected counterparty failure or hedge failure could have a significant adverse effect on our liquidity and earnings.

Accounting & Tax Risks 

The preparation of our consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make significant estimates that affect the financial statements. The estimate that is consistently one of our most critical is the level of the allowance for credit losses. However, other estimates can be highly significant at discrete times or during

periods of varying length. Currently those include: the level of reserves for loan repurchase, make-whole, and foreclosure losses; the valuation of our deferred tax assets; and the valuation of our goodwill. Estimates are made at specific points in time; as actual events unfold, estimates are adjusted accordingly. Due to the inherent nature of these estimates, it is possible that, at some time in the future, we may significantly increase the

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allowance for credit losses and/or sustain credit losses that are significantly higher than the provided allowance, or we may recognize a significant provision for impairment of our goodwill or other assets, or we may make some other adjustment that will differ materially from the estimates that we make today. Moreover, in some cases, especially concerning litigation and other contingency matters where critical information is inadequate, we are unable to make estimates until fairly late in a lengthy process.

We lack first-hand visibility regarding certain loans, other assets, or liabilities which increases the risk that our estimates may be inaccurate. For example, interagency supervisory guidance related to practices for loans and lines of credit secured by junior liens on 1-4 family residential properties requires that the performance of the first lien should be considered when assessing the collectability and inherent loss of a performing junior lien. Additionally, the OCC has clarified that an institution’s income recognition policy should incorporate management’s consideration of all reasonably available information including, for junior liens, the performance of the associated senior liens as well as trends in other credit quality indicators. We own and service a consumer real estate portfolio that is primarily composed of home equity lines and installment loans. As of December 31, 2017, that amount was $6.4 billion. As of December 31, 2017, approximately $1.4 billion, or 21%, of the consumer real estate portfolio consisted of stand-alone second liens while $.2 billion, or 3%, were second liens whose first liens are owned or serviced by FHN. We are not able to actively monitor the performance status of the first liens that are serviced by others. We obtain first lien performance information from third parties and through loss mitigation activities, and we place a stand-alone second lien loan on nonaccrual if we discover that there are performance issues with the first lien loan. It is possible that if our evaluation methods change or information sources otherwise improve our additions to nonperforming loans may be material.

Changes in accounting rules can significantly affect how we record and report assets, liabilities, revenues, expenses, and earnings. Although such changes generally affect all companies in a given industry, in practice changes sometimes have a disparate impact due to differences in the circumstances or business operations of companies within the same industry.

One such pending accounting change, ASU 2016-13, “Measurement of Credit Losses on Financial Instruments,” substantially revises the measurement and recognition of credit losses for certain assets, including most loans, in a manner that could substantially and adversely change when and how we recognize loan loss. Under ASU 2016-13, when we make a new loan that is covered by the standard, we

will be required to recognize immediately the “current expected credit loss,” or “CECL,” of that loan. We will also re-evaluate CECL each quarter the loan is outstanding. CECL is the difference between our cost and the net amount we expect to collect over the life of the loan using certain estimation methods and our experience with other, similar loans. In contrast, the current accounting standard delays recognition of credit loss until loss is “probable” (very likely). As a result, once we adopt ASU 2016-13 and the CECL accounting process (expected for 2020), recognition of estimated credit loss will be significantly accelerated compared to current practice. This change potentially could: result in a significant increase, especially at the time of adoption but also during any period of loan growth, in our loan loss provision (expense) and allowance (reserve); through the increased provision, adversely impact our earnings and, correspondingly, our regulatory capital levels; and, enhance volatility in loan loss provision and allowance levels from quarter to quarter and year to year, especially during times when the economy is in transition.

Changes in regulatory rules can create significant accounting impacts for us. Because we operate in a regulated industry we prepare regulatory financial reports based on regulatory accounting rules. Changes in those rules can have significant impacts upon us in terms of regulatory compliance. In addition, such changes can impact our ordinary financial reporting, and uncertainties related to regulatory changes can create uncertainties in our financial reporting.

A reduction in our taxable earnings outlook, reduction in our income tax rate, or both could adversely affect the value of our deferred tax asset. At December 31, 2017 our gross deferred tax asset after valuation allowance was approximately $330.6 million. The value of our deferred tax asset depends in part upon our estimation of our ability to realize the asset during applicable future periods and upon our estimate of our effective tax rate.

Changes in income tax rates applicable to us can positively or adversely affect the value of our deferred tax asset suddenly. Increases in rates tend to make our deferred tax assets (“DTA”) more valuable, while decreases tend to reduce value. As an example, in response to corporate tax rate cuts enacted late in 2017, we recognized an $82.0 million charge against fourth quarter earnings, a substantial majority of which related to DTA valuation adjustments.

Tax Reform Law Risks 

The Tax Cuts and Jobs Act (“Tax Reform Law”), enacted late in 2017, creates the potential for significant operating benefits for us in the long term, but also creates the potential for certain risks. In most cases the actual effects of the Law will not be known for some time.

An immediate impact to us of the Tax Reform Law’s reduction in the corporate income tax rate was a substantial charge to earnings in the fourth quarter of 2017, primarily to reflect estimated loss in value of our deferred tax assets. These assets generally represent tax deductions we anticipate taking in the future. The value of any future deduction

depends heavily upon the tax rate expected to apply in the future.

The Tax Reform Law restricts our ability to deduct FDIC premiums, which effectively increases the cost of this expense. If later we exceed $50 billion in asset size, we will not be able to deduct FDIC premiums at all.

The Tax Reform Law limits the ability of a business to deduct net business interest expense. For many businesses, this provision will make the costs of borrowing higher, and therefore could tend to discourage borrowing, especially in those sectors which rely heavily on borrowed capital.

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The Tax Reform Law may reduce an individual’s ability to deduct home mortgage interest and property taxes. This provision could tend to weaken demand for home mortgage and home equity loans by making the practical costs higher, and for similar

reasons could adversely affect home values. Those impacts may be higher in high-price, high-income markets and lower in other markets.

Risks of Holding our Stock

The principal source of cash flow to pay dividends on our stock, as well as service our debt, is dividends and distributions from the Bank, and the Bank cannot currently pay dividends to us without regulatory approval. We primarily depend upon common dividends from the Bank for cash to fund dividends we pay to our common and preferred stockholders, and to service our outstanding debt. Regulatory constraints may prevent the Bank from declaring and paying dividends to us in 2018 without regulatory approval. Applying the applicable regulatory rules, as of December 31, 2017 and 2016, the Bank had negative $156.7 million and negative $132.5 million, respectively, available for dividends. At January 1, 2018, under those rules, the Bank could legally declare cash dividends on the Bank’s common or preferred stock of approximately $51.1 million without obtaining regulatory approval. That amount will improve during 2018 only to the extent that the Bank’s earnings for the year exceed preferred and any common dividends for the year.

Also, we are required to provide financial support to the Bank. Accordingly, at any given time a portion of our funds may have to be used for that purpose and therefore would be unavailable for dividends.

Furthermore, the Federal Reserve and the OCC have issued policy statements generally requiring insured banks and bank holding companies only to pay dividends out of current operating earnings. The Federal Reserve has released a supervisory letter advising bank holding companies, among other things, that as a general matter a bank holding company should inform the Federal Reserve and should eliminate, defer or significantly reduce its dividends if (i) the bank

holding company’s net income available to shareholders for the past four quarters, net of dividends previously paid during that period, is not sufficient to fully fund the dividends; (ii) the bank holding company’s prospective rate of earnings is not consistent with the bank holding company’s capital needs and overall current and prospective financial condition; or (iii) the bank holding company will not meet, or is in danger of not meeting, its minimum regulatory capital adequacy ratios.

Our stockholders may suffer dilution if we raise capital through public or private equity financings to fund our operations, to increase our capital, or to expand. If we raise funds by issuing equity securities or instruments that are convertible into equity securities, the percentage ownership of our current common stockholders will be reduced, the new equity securities may have rights and preferences superior to those of our common or outstanding preferred stock, and additional issuances could be at a sales price which is dilutive to current stockholders. We may also issue equity securities directly as consideration for acquisitions we may make that could be dilutive to stockholders.

Provisions of Tennessee law, and certain provisions of our charter and bylaws, could make it more difficult for a third party to acquire control of us or could have the effect of discouraging a third party from attempting to acquire control of us. These provisions could make it more difficult for a third party to acquire us even if an acquisition might be at a price attractive to many of our stockholders.

ITEM 1B. UNRESOLVED STAFF COMMENTS

Not applicable.

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ITEM 2. PROPERTIES

We own or lease no properties that we consider to be materially important to our financial statements. Information concerning our business locations, including bank branches and FTN Financial offices, is provided in Item 1 of this report under the caption “Physical Business Locations” beginning on page 2, which information is incorporated into this Item 2 by this reference. In addition to the bank branches and FTN offices mentioned in Item 1, we own or lease other offices and office buildings such as our

headquarters building at 165 Madison Avenue in downtown Memphis, Tennessee. Although some of these other offices contain bank branches or FTN offices, primarily they are used for operational and administrative functions. The operational and administrative offices are located in several cities, primarily in Tennessee.

At December 31, 2017, we believe our physical properties are suitable and adequate for the businesses we conduct.

ITEM 3. LEGAL PROCEEDINGS

The “Contingencies” section from Note 17—Contingencies and Other Disclosures to the Consolidated Financial Statements appearing on pages

140-145 of our 2017 Annual Report to shareholders is incorporated herein by reference.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

SUPPLEMENTAL PART I INFORMATION

Executive Officers of the Registrant

The following is a list of our executive officers, along with certain supplemental information, all presented as of February 20, 2018. The executive officers generally are appointed at the April meeting of our Board of

Directors following the annual meeting of shareholders for a term of one year and until their successors are elected and qualified.

Name & Age	Current (Year First Elected to Office) and Recent Offices & Positions
John M. Daniel Age: 63	Executive Vice President—Chief Human Resources Officer of FHN & the Bank (2006) Mr. Daniel joined FHN as the Executive Vice President in charge of human resources in 2006. From January 2001 to September 2006, Mr. Daniel was the Executive Vice President in charge of human resources for Regions Financial Corporation.
Jeff L. Fleming Age: 56	Executive Vice President—Chief Accounting Officer and Corporate Controller of FHN & the Bank (2012); principal accounting officer Mr. Fleming became Executive Vice President—Chief Accounting Officer in 2012. He first joined FHN in the Accounting Division in 1984. From 2010 to 2011 he was Executive Vice President—Corporate Controller, from 2008 to 2010 he was Senior Vice President—Corporate Controller and from 2004 to 2008 he was Senior Vice President – Director of Corporate Accounting.

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Name & Age	Current (Year First Elected to Office) and Recent Offices & Positions
D. Bryan Jordan Age: 56	President and Chief Executive Officer (2008) and Chairman of the Board (2012) of FHN & the Bank; principal executive officer Mr. Jordan became President and Chief Executive Officer in 2008, and was elected Chairman in 2012. From May 2007 until September 2008 Mr. Jordan was Executive Vice President and Chief Financial Officer of FHN and the Bank. From 2000 until 2002 Mr. Jordan was Comptroller, and from 2002 until April 2007 Mr. Jordan was Chief Financial Officer, of Regions Financial Corp. During that time he was also an Executive Vice President and, from November 2006, a Senior Executive Vice President of Regions.
Michael E. Kisber Age: 59	President—FTN Financial of FHN & the Bank (2011) Mr. Kisber became President of the Bank’s FTN Financial division in 2011. He joined FTN Financial in 1993 as a sales representative. In 2006 he became Head of Sales and an Executive Vice President, and in 2008 he became Director of Fixed Income.
William C. Losch III Age: 47	Executive Vice President—Chief Financial Officer of FHN & the Bank (2009); principal financial officer Mr. Losch joined FHN as Executive Vice President—Chief Financial Officer in 2009. From 1998 to 2009, Mr. Losch was with Wachovia Corporation. Most recently he served as Senior Vice President and Chief Financial Officer of its Retail and Small Business Banking unit from 2003 to 2005, and as Senior Vice President and Chief Financial Officer of its General Bank unit from 2006 to 2009.
David T. Popwell Age: 58	President—Banking of FHN & the Bank (2013) Mr. Popwell became President of the Bank’s regional banking business in January 2013. In 2011 and 2012 Mr. Popwell was Executive Vice President—Regional Banking and Banking Chief Operating Officer for FHN and the Bank. From 2008 to 2011 Mr. Popwell was the Banking Chief Operating Officer of the Bank, and from 2007 to 2008 Mr. Popwell was the Market Manager for the Bank’s Mid-South Market. From 2004 to 2007 Mr. Popwell was President of SunTrust Bank—Memphis, and prior to that was an Executive Vice President of National Commerce Financial Corp.
Susan L. Springfield Age: 53	Executive Vice President—Chief Credit Officer of FHN & the Bank (2013) Ms. Springfield became Executive Vice President—Chief Credit Officer in January 2013. She has served the Bank in various capacities since 1998. Most recently: in 2011 she was Executive Vice President—Commercial Banking; from 2009 to 2010 she was Executive Vice President – Commercial Credit Risk Executive; and from 2005 to 2008 she was Executive Vice President—Commercial Credit Risk Manager.
Charles T. Tuggle, Jr. Age: 69	Executive Vice President—General Counsel of FHN & the Bank (2008) Mr. Tuggle became Executive Vice President—General Counsel in 2008. From 2003 to 2007 Mr. Tuggle was an Executive Vice President of the Bank’s FTN Financial division; during that time prior to 2007 Mr. Tuggle served as Chief Risk Officer of FTN Financial. From 1998 to 2003 Mr. Tuggle was Chairman and Chief Executive Officer of the law firm Baker, Donelson, Bearman, Caldwell & Berkowitz, PC.
Yousef A. Valine Age: 58	Executive Vice President—Chief Risk Officer of FHN & the Bank (2010) Mr. Valine joined FHN in 2009 and became Executive Vice President—Chief Risk Officer in 2010. From June to December 2009, Mr. Valine served as Executive Vice President—Corporate Risk Management of FHN and the Bank. From 1985 until June 2009, Mr. Valine was with Wachovia Corporation, most recently serving as Executive Vice President and Chief Operating Officer of its enterprise-wide risk management division from 2007 until June 2009, as the head of its Institutional Risk Group in 2006, and as its chief operational risk officer in 2005.

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PART II

ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY,
RELATED STOCKHOLDER MATTERS, AND
ISSUER PURCHASES OF EQUITY SECURITIES

Market for Our Common Stock

Our common stock, $0.625 par value, is listed and trades on the New York Stock Exchange, Inc. under the symbol FHN. As of December 31, 2017, there were 9,319 shareholders of record of our common stock. Additional information called for by this Item is incorporated herein by reference to the following:

(i) Table 32 - Summary of Quarterly Financial Information (page 71), Selected Financial and Operating Data table (page 2), and “Liquidity Risk Management” (beginning on page 58) within the Management’s Discussion and

	Analysis of Financial Condition and Results of Operations section contained in our 2017 Annual Report to shareholders,
(ii)	the “Restrictions on dividends” section within Note 12—Regulatory Capital and Restrictions beginning on page 132 of the 2017 Annual Report to shareholders, and
(iii)	the “Payment of Dividends” and “Transactions with Affiliates” subsections beginning on pages 7 and 8, respectively, of Item 1 of this report on Form 10-K.

Sales of Unregistered Common and Preferred Stock

Common Stock. On October 2, 2017, we issued 258,543 shares of common stock, par value $0.625 per share, as closing consideration for the Bank’s purchase of PMC Services Company, LLC. There were no underwriters involved in the transaction. The issuance was not registered

under the Securities Act of 1933, as amended, in reliance on Section 4(2) of that Act (relating to transactions not involving a public offering).

Preferred Stock. Not applicable.

Repurchases by Us of Our Common Stock

Under authorizations from our Board of Directors, we may repurchase shares from time to time for general purposes and for our stock option and other compensation plans, subject to market conditions, accumulation of excess equity, prudent capital management, and legal and regulatory restrictions. We evaluate the level of capital and take action designed to generate or use capital as appropriate for the interests of the shareholders.

Additional information concerning repurchase activity during the final three months of 2017 is presented in Table 12, and the surrounding notes and other text, of the Management’s Discussion and Analysis of Financial Condition and Results of Operations section appearing on pages 29-30 of our 2017 Annual Report to shareholders, which information is incorporated herein by this reference.

ITEM 6. SELECTED FINANCIAL DATA

The information called for by this Item is incorporated herein by reference to the Selected Financial and

Operating Data table appearing on page 2 of our 2017 Annual Report to shareholders.

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ITEM 7. MANAGEMENT’S DISCUSSION AND
ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION

The information called for by this Item is incorporated herein by reference to the Management’s Discussion and Analysis of Financial Condition and Results of Operations section, the Glossary of Selected Financial Terms and Acronyms sections, and the Consolidated Historical Statements of

Income and Consolidated Average Balance Sheets and Related Yields and Rates tables appearing on pages 3-78 and 191-193 of our 2017 Annual Report to shareholders.

ITEM 7A. QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK

The information called for by this Item is incorporated herein by reference to Note 22—Derivatives to the Consolidated Financial Statements, and to “Market Risk Management” and “Interest Rate Risk Management” within the Management’s

Discussion and Analysis of Financial Condition and Results of Operations section, which appear, respectively, on pages 163-169 and on pages 53-55 and 55-56 of our 2017 Annual Report to shareholders.

ITEM 8. FINANCIAL STATEMENTS AND
SUPPLEMENTARY DATA

The information called for by this Item is incorporated herein by reference to the Report of Management on Internal Control over Financial Reporting, the Reports of Independent Registered Public Accounting Firm, the consolidated financial statements and the notes

thereto, and Table 32 - Summary of Quarterly Financial Information, appearing, respectively, on pages 79-190 and on page 71 of our 2017 Annual Report to shareholders.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE

Not applicable.

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ITEM 9A. CONTROLS AND PROCEDURES

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 the annual

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.

Reports on Internal Control over Financial Reporting

The report of management required by Item 308(a) of Regulation S-K, and the attestation report required by Item 308(b) of Regulation S-K, appear at pages 79-81

of our 2017 Annual Report to shareholders and are incorporated herein by this reference.

Changes in Internal Control over Financial Reporting

Other than as explained below, there have not been any changes in our internal control over financial reporting during our fourth fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

On November 30, 2017, we acquired Capital Bank Financial Corp. (“CBF”) and its subsidiaries, including

Capital Bank Corporation, by merger.  As permitted by Securities and Exchange Commission rules, we elected to exclude CBF from our assessment of internal control over financial reporting as of December 31, 2017. Our integration of CBF’s systems and processes with our own could cause changes to our internal controls over financial reporting in future periods.

ITEM 9B. OTHER INFORMATION

Not applicable.

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PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS
OF THE REGISTRANT

In 2017 there were no material amendments to the procedures, described in our 2018 Proxy Statement under the caption “Shareholder Proposal and Nomination Deadlines,” by which security holders may recommend nominees to our Board of Directors.

Our Board of Directors has adopted a Code of Ethics for Senior Financial Officers that applies to the Chief Executive Officer, Chief Financial Officer, and Chief Accounting Officer and also applies to all professionals serving in the financial, accounting, or audit areas of FHN and its subsidiaries. A copy of the Code has been filed or incorporated by reference as Exhibit 14 to this report and is posted on our current internet website (at www.firsthorizon.com; click on “Investor Relations,” then “Corporate Governance,” and lastly click on

“Governance Documents” on the left side of the website). A paper copy of the Code is available without charge upon written request addressed to our Corporate Secretary at our main office, 165 Madison Avenue, Memphis, Tennessee 38103. We intend to satisfy our disclosure obligations under Item 5.05 of Form 8-K related to Code amendments or waivers by posting such information on our internet website, the address for which is listed in this paragraph above.

Other information required by this Item related to the topics mentioned in the table below is incorporated herein by reference to the disclosures indicated in the table.

Item 10 Topics	Incorporated Disclosures
Directors and nominees for director of FHN, the Audit Committee of our Board of Directors, members of the Audit Committee, and audit committee financial experts	“Independence & Categorical Standards,” “Committee Charters and Committee Composition,” “The Audit Committee,” and “Vote Item No. 1—Election of Directors” in our 2018 Proxy Statement (excluding the Audit Committee Report and the statements regarding the existence, availability, and location of the Audit Committee’s charter)
Executive officers	“Executive Officers of the Registrant” in the Supplemental Part I Information following Item 4 of this Report
Compliance with Section 16(a) of the Securities Exchange Act of 1934	“Section 16(a) Beneficial Ownership Reporting Compliance” in our 2018 Proxy Statement

ITEM 11. EXECUTIVE COMPENSATION

The information called for by this Item is incorporated herein by reference to the following sections of our 2018 Proxy Statement, all of which are incorporated into this Item by reference: “Compensation Committee Interlocks & Insider Participation,” “The Compensation Committee,” “Compensation Discussion & Analysis,” “Recent Compensation,” “Post-Employment Compensation,” “Director Compensation,” and “Other Legal Disclosures.”

The section of our 2018 Proxy Statement captioned “Compensation Risk” provides information concerning our management of certain risks associated with our compensation policies and practices. We do not believe

those risks are reasonably likely to have a material adverse effect upon us; accordingly, we do not believe that information is required to be provided in this Item.

The information required by Item 407(e)(5) of Regulation S-K is provided in our 2018 Proxy Statement under the caption “Compensation Committee Report.” As permitted by the instructions for that Item, the information under that caption is not “filed” with this report.

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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS

Securities Authorized for Issuance under Equity Compensation Plans

Equity Compensation Plan Information

The table below provides information as of December 31, 2017 regarding shares of our common stock that may be issued under the following plans:

● Equity Compensation Plan (“ECP”)

● 1997 Employee Stock Option Plans (“1997 Plan”)

● 1995 Non-employee Directors’ Deferred Compensation Stock Option Plan (“First Directors’ Plan”)

● 2000 Non-employee Directors’ Deferred Compensation Stock Option Plan (“Second Directors’ Plan”)

● 1996 and 2002 Bank Director and Advisory Board Member Deferral Plans (“Advisory Board Plans”)

● Capital Bank Financial Corp. 2013 Omnibus Compensation Plan; North American Financial Holdings 2010 Equity Incentive Plan; FNB United Corp. 2012 Incentive Plan; and FNB United Corp. 2003 Stock Incentive Plan (“CBF Plans”)

EQUITY COMPENSATION PLAN INFORMATION

As of December 31, 2017

		A		B	C
Plan Category		Number of Securities to be Issued upon Exercise of Outstanding Options (1)		Weighted Average Exercise Price of Outstanding Options (1)	Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Col. A)
Equity Compensation Plans Approved by Shareowners	(2)	4,221,621	(3)	$ 12.712/shr	10,233,661
Equity Compensation Plans Not Approved by Shareowners	(4)	2,386,905	(4)	24.019/shr	—	(4)
Total		6,608,571		$ 16.796/shr	10,233,661

(1)	The numbers of shares covered by stock options and the related option prices have been adjusted proportionately to reflect the estimated economic effects of dividends distributed in common stock effective October 1, 2008 through January 1, 2011. The cumulative compound adjustment factor related to those dividends is 20.038%.
(2)	Consists of the First and Second Directors’ Plans, the ECP, and the CBF Plans. The First Directors’ Plan and the Second Directors’ Plan were approved by shareowners in 1995 and 2000, respectively; all have terminated. The ECP initially was approved by shareowners in 2003, and most recently was re-approved in 2016. The CBF Plans, as to which no new awards will be granted, were approved by shareholders of certain predecessor companies which, directly or indirectly, FHN has acquired.
(3)	Includes 87,575 outstanding options issued directly or indirectly in connection with employee and non-employee director cash deferrals of approximately $0.5 million. As of December 31, 2017, a total of 87,575 shares of FHN common stock were issuable upon the exercise of outstanding options under terminated plans approved by shareowners.
(4)	Consists of the 1997 Plan and the Advisory Board Plans, all of which have terminated. These outstanding options were issued directly or indirectly in connection with employee and advisory board cash deferrals of approximately $10.7 million.

Only the ECP still permits new awards; all other plans have terminated. At December 31, 2017, the total number of shares issuable upon exercise of outstanding options under the ECP was 3,097,414 shares; that number under the terminated plans was 3,511,157 shares.

Shares covered by outstanding options are shown in column A. Outstanding equity awards other than options, consisting of unvested stock units and restricted stock, are not included in any column. In total, 4,234,765 shares are covered by outstanding awards other than options, all granted under the ECP.

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In addition, there are 327,241 fully vested deferral stock units outstanding that are the result of previously exercised options under expired plans for which the receipt of the shares was deferred by the employee.

Column C presents the total number of shares available for new awards under the ECP at December 31, 2017, assuming eventual full exercise or vesting of all shares covered by awards outstanding on that date. Of that total, no more than 7,927,593 shares are available for new awards other than options.

Of the options outstanding at December 31, 2017 (the total under column A), approximately 37% were issued directly or indirectly in connection with employee and director cash deferral elections. We received over many years a total of approximately $10.4 million in employee cash deferrals and $0.8 million in non-employee director and advisory board retainer and meeting fee deferrals related to outstanding deferral options. The opportunity to defer portions of compensation in exchange for options has not been offered to employees, directors, or advisory board members since 2004.

Description of Equity Compensation Plans Not Approved by Shareholders

The 1997 Plan

The 1997 Plan was adopted by the Board of Directors in 1996 and expired in 2007. The 1997 Plan authorized the grant of nonqualified stock options.

Options were granted under the 1997 Plan prior to its expiration pursuant to a management option program, covering a wide range of management-level employees. The last management options granted under the 1997 Plan, with seven-year terms, expired in 2014. However, prior to 2005 certain employees could elect to defer a portion of their annual compensation into stock options under the 1997 Plan. Deferral options still outstanding had a term of 20 years. All options still outstanding under the 1997 Plan were issued directly or indirectly in connection with the deferral program.

All options granted under the 1997 Plan, except deferral options, had an exercise price equal to the fair market value on the grant date. The option price of deferral options was discounted from grant date fair market value: the aggregate exercise price plus the

aggregate compensation foregone equaled the aggregate grant date fair market value. Options could be exercised using shares of FHN stock to pay the option price. When an option was exercised with shares, the option holder sometimes received a new (reload) option grant priced at then-current market (without a discount), covering the remainder of the deferral option’s term. Reload options, relating back to exercised deferral options, are among the options still outstanding under the 1997 Plan.

As of December 31, 2017, options covering 2,364,873 shares of our common stock were outstanding under the 1997 Plan, no shares remained available for future option grants, and options covering 20,763,014 shares had been exercised during the life of the plan. The 1997 Plan was filed most recently as Exhibit 10.2(d) in our Form 10-Q for the quarter ended June 30, 2009.

The Advisory Board Plans

The Advisory Board Plans were adopted by the Board of Directors in 2001 and 1996, and terminated in 2005 and 2002, respectively.

Options granted under the Advisory Board Plans were granted only to regional and advisory board members, or to directors of certain bank affiliates, in any case who were not employees. The options were granted in lieu of the participants receiving retainers or attendance fees for bank board and advisory board meetings. The number of shares subject to grant equaled the amount of fees/retainers earned divided by one half of the fair market value of one share of common stock on the date of the option grant. The exercise price plus the amount of fees foregone equaled the fair market value of the stock on the grant date. The options were vested at the grant date. Those granted on or prior to January 2, 2004 had a term of twenty years, while those granted on or after July 1, 2004 had a term of ten years.

As of December 31, 2017, options covering 22,077 shares of our common stock were outstanding under the Advisory Board Plans, no shares remained available for future option grants, and options covering 82,888 shares had been exercised during the life of the Plans. The Advisory Board Plans were included as Exhibits 10.1(f) and 10.1(g) to our Form 10-Q for the quarter ended June 30, 2009.

Beneficial Ownership of Corporation Stock

The information required by this Item pursuant to Item 403(a) and (b) of Regulation S-K is incorporated herein

by reference to the “Stock Ownership Information” section of our 2018 Proxy Statement.

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Change in Control Arrangements

FHN is not aware of any arrangements which may result in a change in control of FHN.

ITEM 13. CERTAIN RELATIONSHIPS AND
RELATED TRANSACTIONS

The information called for by this Item is incorporated herein by reference to the following sections of our 2018 Proxy Statement, all of which are incorporated into this Item by reference: “Independence & Categorical Standards,” “Approval, Monitoring & Ratification Procedures for Related Party Transactions,” “Transactions with Related Persons,” and “Taylor Arrangements.” All other references to the compensation of, and employment arrangements we have with, R. Eugene Taylor that

appear in the “Director Compensation” section of our 2018 Proxy Statement similarly are incorporated into this Item by reference. Our independent directors and nominees are identified in the second paragraph of the “Independence” discussion within the “Independence & Categorical Standards” section of our 2018 Proxy Statement.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The Audit Committee of the Board of Directors has a policy providing for pre-approval of all audit and non-audit services to be performed by our registered public accounting firm that performs the audit of our consolidated financial statements (our “Auditor”). Services either may be approved in advance by the Audit Committee specifically on a case-by-case basis (“specific pre-approval”) or may be approved in advance (“advance pre-approval”). Advance pre-approval requires the Committee to identify in advance the specific types of service that may be provided and the fee limits applicable to such types of service, which limits may be expressed as a limit by type of service or by category of services. All requests to provide services that have been pre-approved in advance must be submitted to the Chief Accounting Officer prior to the provision of such services for a determination that the service to be provided is of the type and within the fee limit that has been pre-approved. Unless the type of service to be provided by our Auditor has received advance pre-approval under the policy and the fee for such service is within the limit pre-approved, the service will require specific pre-approval by the Committee.

The terms of and fee for the annual audit engagement must receive the specific pre-approval of the Committee. “Audit,” “Audit-related,” “Tax,” and “All Other” services, as those terms are defined in the policy, have the advance pre-approval of the

Committee, but only to the extent those services have been specified by the Committee and only in amounts that do not exceed the fee limits specified by the Committee. Such advance pre-approval is to be for a term of 12 months following the date of pre-approval unless the Committee specifically provides for a different term. Unless the Committee specifically determines otherwise, the aggregate amount of the fees pre-approved for All Other services for the fiscal year must not exceed seventy-five percent (75%) of the aggregate amount of the fees pre-approved for the fiscal year for Audit services, Audit-related services, and those types of Tax services that represent tax compliance or tax return preparation. The policy delegates the authority to pre-approve services to be provided by our Auditor, other than the annual audit engagement and any changes thereto, to the chair of the Committee. The chair may not, however, make a determination that causes the 75% limit described above to be exceeded. Any service pre-approved by the chair will be reported to the Committee at its next regularly scheduled meeting.

Information regarding fees billed to FHN by our Auditor, KPMG LLP, for the two most recent fiscal years is incorporated herein by reference to the section of our 2018 Proxy Statement captioned “Vote Item No. 4—Ratification of Appointment of Auditors.” No services were approved by the Audit Committee pursuant to Rule 2-01(c)(7)(i)(C) of Regulation S-X.

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

The following documents are filed as a part of this Report:

Financial Statements and Related Reports

Our consolidated financial statements, the notes thereto, and the reports of management and independent public accountants, as listed

below, are incorporated herein by reference to the pages of our 2017 Annual Report to shareholders indicated below.

Ann Rpt Pg	Statement or Report Incorporated
79	Report of Management on Internal Control over Financial Reporting
80-82	Reports of Independent Registered Public Accounting Firm
83-84	Consolidated Statements of Condition as of December 31, 2017 and 2016
85-86	Consolidated Statements of Income for the years ended December 31, 2017, 2016, and 2015
87	Consolidated Statements of Comprehensive Income for the years ended December 31, 2017, 2016, and 2015
88	Consolidated Statements of Equity for the years ended December 31, 2017, 2016, and 2015
89-90	Consolidated Statements of Cash Flows for the years ended December 31, 2017, 2016, and 2015
91-190	Notes to Consolidated Financial Statements

Financial Statement Schedules

Not applicable.

Exhibits

Each exhibit marked + is filed herewith.

Each exhibit marked * represents a management contract or compensatory plan or arrangement required to be identified as such and filed as an exhibit.

Each exhibit marked ** is “furnished” pursuant to 18 U.S.C. Section 1350 and is not “filed” as part of this Report or as a separate disclosure document.

The phrase “2017 named executive officers” refers to those executive officers whose 2017 compensation is described in FHN’s 2018 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.

Corporate Exhibits

2.1

Agreement and Plan of Merger, dated as of May 3, 2017, by and among First Horizon National Corporation, Capital Bank Financial Corp., and Firestone Sub, Inc., incorporated by reference to Exhibit 2.1 to First Horizon’s Current Report on Form 8-K filed May 5, 2017.

3.1

Restated Charter of FHN, incorporated by reference to Exhibit 3.1 to FHN’s Current Report on Form 8-K dated May 1, 2013.

3.2

Bylaws of First Horizon National Corporation, as amended and restated effective November 30, 2017, incorporated by reference to Exhibit 3.1 to FHN’s Current report on Form 8-K filed December 1, 2017.

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4.1

Deposit Agreement, dated as of January 31, 2013, by and among FHN, Wells Fargo Bank, N.A., as depositary, and the holders from time to time of depositary receipts described therein, incorporated by reference to Exhibit 4.1 to FHN’s Current Report on Form 8-K filed January 31, 2013.

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.

*Equity-Based Award Plans

*10.1(a)

Equity Compensation Plan (as amended and restated April 26, 2016), incorporated by reference to Appendix A to FHN’s Proxy Statement for its annual meeting on April 26, 2016.

*10.1(b)

1997 Employee Stock Option Plan, as restated for amendments through December 15, 2008, incorporated by reference to Exhibit 10.2(d) to FHN’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009.

*10.1(c)

[1995] Non-Employee Directors’ Deferred Compensation Stock Option Plan, as restated for amendments through December 15, 2008, incorporated by reference to Exhibit 10.1(d) to FHN’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009.

*10.1(d)

2000 Non-Employee Directors’ Deferred Compensation Stock Option Plan, as restated for amendments through December 15, 2008, incorporated by reference to Exhibit 10.1(e) to FHN’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009.

*Performance-Based Equity Award Documents

*10.2(a)

Form of Grant Notice for Performance Stock Units – Total Corporate Performance [2014], incorporated by reference to Exhibit 10.2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014.

*10.2(b)

Form of Grant Notice for Executive Performance Stock Units [2015], incorporated by reference to Exhibit 10.1

to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015.

*10.2(c)

Form of Grant Notice for Executive Performance Stock Units [2016], incorporated by reference to Exhibit 10.1 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.

*10.2(d)

Form of Grant Notice for Special Retention Stock Units [2016], incorporated by reference to Exhibit 10.6 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.

*10.2(e)

Form of Grant Notice for Executive Performance Stock Units [2017], incorporated by reference to Exhibit 10.1 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017.

*Stock Option Award Documents

*10.3(a)

Form of Agreement To Defer Receipt Of Shares Following Option Exercise, incorporated by reference to Exhibit 10.1 to FHN’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.

*10.3(b)

Form of Stock Option Grant Notice, incorporated by reference to Exhibit 10.5(e) to FHN’s 2004 Annual Report on Form 10-K.

*10.3(c)

First Tennessee Stock Option Enhancement Program, incorporated by reference to Exhibit 10.5(o) to FHN’s Annual Report on Form 10-K for the year ended December 31, 2006.

*10.3(e)

Form of Executive Stock Option Grant Notice [2012], incorporated by reference to Exhibit 10.4 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012.

*10.3(f)

Form of Executive Stock Option Grant Notice [2013], incorporated by reference to Exhibit 10.2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013.

*10.3(g)

Form of Grant Notice for Executive Stock Options [2014], incorporated by reference to Exhibit 10.3 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2014.

45

*10.3(h)

Form of Grant Notice for Executive Stock Options [2015], incorporated by reference to Exhibit 10.2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015.

*10.3(i)

Form of Grant Notice for Executive Stock Options [2016], incorporated by reference to Exhibit 10.2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.

*10.3(j)

Form of Grant Notice for Special Retention Stock Options [2016], incorporated by reference to Exhibit 10.5 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.

*10.3(i)

Form of Grant Notice for Executive Stock Options [2017], incorporated by reference to Exhibit 10.2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017.

*Other Equity-Based Award Documents

*10.4(a)

Form of Executive Retention Restricted Stock Grant Notice [2013], incorporated by reference to Exhibit 10.5 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013.

*10.4(b)

Form of Grant Notice for Executive Restricted Stock Units [2015], incorporated by reference to Exhibit 10.3 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015.

*10.4(c)

Form of Grant Notice for Executive Retention Restricted Stock [2015], incorporated by reference to Exhibit 10.4 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015.

*10.4(d)

Form of Grant Notice for Executive Restricted Stock Units [2016], incorporated by reference to Exhibit 10.3 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.

*10.4(e)

Form of Grant Notice for Executive Retention Restricted Stock Units [2016], incorporated by reference to Exhibit 10.4 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.

*10.4(f)

Form of Grant Notice for Executive Restricted Stock Units [2017], incorporated by reference to Exhibit 10.3 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017.

*10.4(g)

Sections of Director Policy pertaining to compensation, incorporated by reference to Exhibit 10.5 to FHN’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017.

*Management Cash Incentive Plan Documents

*10.5(a)

Management Incentive Plan (as amended and restated April 26, 2016), incorporated by reference to Appendix B to FHN’s Proxy Statement for its annual meeting on April 26, 2016.

*10.5(b)

Portions of FTN Financial Incentive Compensation Plan (as amended and restated October 2017) applicable to the annual bonus opportunity of the President—FTN Financial under the Management Incentive Plan, incorporated by reference to Exhibit 10.2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017. This Exhibit applies to that bonus opportunity pursuant to FHN’s bylaws, the charter of the Board’s Compensation Committee, and action by the Committee taken on July 18, 2006.

*10.5(d)

Firstpower Annual Bonus Plan, incorporated by reference to Exhibit 10.1 to FHN’s Current Report on Form 8-K filed August 21, 2008.

*Other Exhibits relating to Employment, Retirement, Severance, or Separation

*10.6(a)

February 2007 form of change-in-control severance agreement between FHN and its executive officers, incorporated by reference to Exhibit 10.7(a2) to FHN’s Current Report on Form 8-K dated February 20, 2007.

*10.6(b)

Form of Amendment to February 2007 form of change-in-control severance agreement between FHN and its executive officers, incorporated by reference to Exhibit 10.7(a4) to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007.

*10.6(c)

October 2007 form of change-in-control severance agreement between FHN and its executive officers,

46

incorporated by reference to Exhibit 10.7(a5) to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007.

*10.6(d)

Form of Change in Control Severance Agreement offered to executive officers on or after November 14, 2008, incorporated by reference to Exhibit 10.2 to FHN’s Current Report on Form 8-K filed November 24, 2008.

*10.6(e)

Form of Pension Restoration Plan (amended and restated as of January 1, 2008), incorporated by reference to Exhibit 10.7(e) to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007.

*10.6(f)

Form of Amendment to Pension Restoration Plan, incorporated by reference to Exhibit 10.7(d2) to FHN’s Annual Report on Form 10-K for the year ended December 31, 2009.

*10.6(g)

Form of Amendment No. 3 to Pension Restoration Plan, incorporated by reference to Exhibit 10. 2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011.

*10.6(h)

Form of First Horizon National Corporation Savings Restoration Plan, incorporated by reference to Exhibit 10.1 to FHN’s Current Report on Form 8-K filed July 17, 2012.

*10.6(i)

Employment Agreement with R. Eugene Taylor, dated as of May 3, 2017, incorporated by reference to Exhibit 10.1 to FHN’s Current Report on Form 8-K dated November 30, 2017.

*Documents Related to Other Deferral Plans and Programs

*10.7(a)

Directors and Executives Deferred Compensation Plan [originally adopted 1985], as amended and restated [2017], with forms of deferral agreement and 2007 addendum to deferral agreement, incorporated by reference to Exhibit 10.4 to FHN’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.

*10.7(b)

Form of Amendment to Directors and Executives Deferred Compensation Plan, incorporated by reference to Exhibit 10.1(a3) to FHN’s Quarterly

Report on Form 10-Q for the quarter ended September 30, 2007.

*10.7(c)

Rate Applicable to Participating Directors and Executive Officers Under the Directors and Executives Deferred Compensation Plan, incorporated by reference to Exhibit 10.1 to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017.

*10.7(d)

Director Deferral Agreements with schedule, incorporated by reference to Exhibit 10(k) to FHN’s 1992 Annual Report on Form 10-K and Exhibit 10(j) to FHN’s 1995 Annual Report on Form 10-K.

*10.7(e)

Form of First Horizon National Corporation Deferred Compensation Plan as Amended and Restated [formerly known as First Tennessee National Corporation Nonqualified Deferred Compensation Plan], incorporated by reference to Exhibit 10.1(c) to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007.

*10.7(f)

Form of FTN Financial Deferred Compensation Plan Amended and Restated Effective January 1, 2008, incorporated by reference to Exhibit 10.1(j) to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2007.

*10.7(g)

Form of Deferred Compensation Agreement used under FHN’s 2003 Equity Compensation Plan and First Tennessee National Corporation Non-Qualified Deferred Compensation Plan, along with form of Salary, Commission, and Annual Bonus Deferral Programs Overview, form of Deferred Stock Option (“DSO”) Program Summary, and description of share receipt deferral feature, incorporated by reference to Exhibit 10(z) to FHN’s Current Report on Form 8-K dated January 3, 2005.

*Other Exhibits related to Management or Directors

*10.8(a)

Survivor Benefits Plan, as amended and restated July 18, 2006, incorporated by reference to Exhibit 10.8 to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006.

*10.8(b)

Other Compensation and Benefit Arrangements for Non-employee Directors, incorporated by reference to Exhibit 10.8(b) to FHN’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2009.

47

*10.8(c)

Description of Long-Term Disability Program, incorporated by reference to Exhibit 10.2 to FHN’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.

*10.8(d)

Form of Indemnity Agreement with directors and executive officers [2004 form], incorporated by reference to Exhibit 10.3 to FHN’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.

*10.8(e)

Form of amendment to 2004 form of Indemnity Agreement with directors and executive officers, incorporated by reference to Exhibit 10.4 to FHN’s Current Report on Form 8-K filed April 28, 2008.

*10.8(f)

Form of Indemnity Agreement with directors and executive officers (April 2008 revision), incorporated by reference to Exhibit 10.5 to FHN’s Current Report on Form 8-K filed April 28, 2008.

*10.8(g) +

List of Certain Benefits Available to Executive Officers.

*10.8(h) +

Description of 2018 Salary Rates for 2017 Named Executive Officers.

Other Material Contract Exhibits

[reserved]

Other Exhibits

12 +

Consolidated ratios of earnings to fixed charges and earnings to combined fixed charges and preferred stock dividends, and information regarding computation of those ratios

13 +

Pages 1 through 194 of the First Horizon National Corporation 2017 Annual Report to shareholders, a copy of which is furnished for the information of the Securities and Exchange Commission. Portions of the Annual Report not incorporated by reference are deemed not to be “filed” with the Commission.

14

Code of Ethics for Senior Financial Officers, incorporated by reference to Exhibit 14 to FHN’s Annual Report on Form 10-K for the year ended December 31, 2008.

21 +

Subsidiaries of First Horizon National Corporation.

23 +

Accountant’s Consents.

24 +

Power of Attorney.

31(a) +

Rule 13a-14(a) Certifications of CEO (pursuant to Section 302 of Sarbanes-Oxley Act of 2002)

31(b) +

Rule 13a-14(a) Certifications of CFO (pursuant to Section 302 of Sarbanes-Oxley Act of 2002)

**32(a) +

18 USC 1350 Certifications of CEO (pursuant to Section 906 of Sarbanes-Oxley Act of 2002)

**32(b) +

18 USC 1350 Certifications of CFO (pursuant to Section 906 of Sarbanes-Oxley Act of 2002)

99.1

Conformed copy of Mortgage Loan Subservicing Agreement dated June 3, 2008 related to the subservicing of certain mortgage loans, incorporated by reference to Exhibit 10.2 to FHN’s Current Report on Form 8-K/A filed June 4, 2008

XBRL Exhibits

101 +

The following financial information from First Horizon National Corporation’s Annual Report on Form 10-K for the year ended December 31, 2017, formatted in XBRL:

(i)	Consolidated Statements of Condition at December 31, 2017 and 2016
(ii)	Consolidated Statements of Income for the Years Ended December 31, 2017, 2016, and 2015
(iii)	Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2017, 2016, and 2015
(iv)	Consolidated Statements of Equity for the Years Ended December 31, 2017, 2016, and 2015
(v)	Consolidated Statements of Cash Flows for the Years Ended December 31, 2017, 2016, and 2015
(vi)	Notes to the Consolidated Financial Statements

48

101.INS +

XBRL Instance Document

101.SCH +

XBRL Taxonomy Extension Schema

101.CAL +

XBRL Taxonomy Extension Calculation Linkbase

101.DEF +

XBRL Taxonomy Extension Definition Linkbase

101.LAB +

XBRL Taxonomy Extension Label Linkbase

101.PRE +

XBRL Taxonomy Extension Presentation Linkbase

ITEM 16. FORM 10-K SUMMARY

Not applicable.

49

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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 NATIONAL CORPORATION
Date:  February 28, 2018	By:	/s/ William C. Losch III
		William C. Losch III, Executive Vice
		President and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature*	Title	Date	Signature*	Title	Date
D. Bryan Jordan D. Bryan Jordan	President, Chief Executive Officer, Chairman of the Board, and a Director (principal executive officer)	February 28, 2018	William C. Losch III William C. Losch III	Executive Vice President and Chief Financial Officer (principal financial officer)	February 28, 2018
Jeff L. Fleming Jeff L. Fleming	Executive Vice President and Chief Accounting Officer (principal accounting officer)	February 28, 2018	John C. Compton John C. Compton	Director	February 28, 2018
Mark A. Emkes Mark A. Emkes	Director	February 28, 2018	Peter N. Foss Peter N. Foss	Director	February 28, 2018
Corydon J. Gilchrist Corydon J. Gilchrist	Director	February 28, 2018	Scott M. Niswonger Scott M. Niswonger	Director	February 28, 2018
Vicki R. Palmer Vicki R. Palmer	Director	February 28, 2018	Colin V. Reed Colin V. Reed	Director	February 28, 2018
Cecelia D. Stewart Cecelia D. Stewart	Director	February 28, 2018	Rajesh Subramaniam Rajesh Subramaniam	Director	February 28, 2018
R. Eugene Taylor R. Eugene Taylor	Director	February 28, 2018	Luke Yancy III Luke Yancy III	Director	February 28, 2018

*By: /s/ Clyde A. Billings, Jr.	February 28, 2018
Clyde A. Billings, Jr.
As Attorney-in-Fact

50

EX-10.8(G)

Exhibit 10.8(g)

LIST OF CERTAIN BENEFITS AVAILABLE

TO CERTAIN EXECUTIVE OFFICERS

(As in effect December 31, 2017)

The following benefits are available to some or all executive officers (among other persons), but not to all full-time employees of the Corporation.

1)	If the Board has authorized a stock repurchase program, an executive may request the repurchase of shares of the Corporation at the day’s volume-weighted average price with no payment of any fees or commissions if the repurchase of the shares is otherwise permissible under the authorized program.
2)	The Corporation’s regular disability insurance program is available to employees generally. Employees above a certain grade level, including executive officers, are offered an additional benefit. Executive officers who choose the additional coverage pay the premiums with after-tax dollars.
3)	The Corporation makes available or pays for tax preparation, tax consulting, estate planning, and financial counseling services for executive officers. If a preferred provider is used, the Corporation will pay the annual counseling fee (approximately $17,000 for 2017) per person as well as general engagement fees and expenses which are not applied on a per person basis. If an executive chooses to use another provider, the Corporation will reimburse actual costs up to the following limits: $15,000 per year for the CEO ($22,500 in any year in which a new financial counseling firm is engaged); and $5,000 per year for other executives.
4)	On occasion spouses of certain employees, including executive officers, are asked by the Corporation, for business reasons, to accompany the employee on a business trip or function. In those cases the Corporation may pay the travel, accommodation, and other expenses of the spouse incidental to the trip or function, some or all of which can result in taxable income for the employee. On occasion the Corporation may provide or pay for a memento, gift, or other gratuity that the employee or spouse receives in connection with the business trip or function. Also, the Chief Executive Officer’s spouse may accompany the Chief Executive Officer on Corporation aircraft used for business travel, whether or not the spouse’s travel serves a business purpose.
5)	The Corporation provides a relocation benefit to a wide range of employees, including executive officers, under varying circumstances and subject to certain constraints. The benefit may be in the form of an allowance or a reimbursement of actual expenses, and includes a tax gross up feature.
6)	The Corporation requires the Chief Executive Officer to participate in an executive health program selected by the Corporation. The program provides substantially enhanced ongoing health screening and related services. The Corporation pays the expenses associated with attendance, including program fees and incidental expenses such as lodging, meals, and air travel. The program primarily performs screening and diagnostic functions. Accordingly, any treatments that might be recommended as a result of the program generally would be paid in the ordinary course through the health insurance plan selected by the Officer under the Corporation’s broad-based employee health benefit program.

EX-10.8(H)

Exhibit 10.8(h)

DESCRIPTION OF 2018 SALARY RATES

FOR 2017 NAMED EXECUTIVE OFFICERS

Annualized salary rates for the executive officers of the First Horizon National Corporation (the “Company”) who are expected to be named in the executive compensation disclosures of the Company’s 2018 proxy statement in relation to fiscal year 2017 (“2017 Named Executive Officers”) currently are:

Officer Name	2018 Salary Rate
D. Bryan Jordan	$	900,000
William C. (B.J.) Losch III		500,000
Michael E. Kisber		600,000
David T. Popwell		500,000
Charles T. Tuggle, Jr.		475,000

The annualized rates shown above are those in effect on the date this exhibit is filed with the Company’s Annual Report on Form 10-K. Salary rates generally continue in effect until they are changed.

EX-12

Exhibit 12

CONSOLIDATED RATIOS OF
EARNINGS TO FIXED CHARGES AND
EARNINGS TO COMBINED FIXED CHARGES
AND PREFERRED STOCK DIVIDENDS

The following table sets forth information regarding our consolidated ratio of earnings to fixed charges and consolidated ratio of earnings to combined fixed charges and preferred stock dividends for the periods shown. For purposes of determining the below ratios, earnings consist of pre-tax income from continuing operations before adjustment for income or loss from equity investees, fixed charges, amortization of capitalized interest, distributed income of equity investees and our share of pre-tax losses of equity investees for which charges arising from guarantees are included in fixed charges, and adjusted for interest capitalized, preference security dividend requirements of consolidated subsidiaries and non-controlling interest in pre-tax income of subsidiaries that have not incurred fixed charges. Fixed charges consist of interest expensed and capitalized, amortized premiums, discounts and capitalized expenses related to indebtedness, an estimate of the interest within rental expense, and preference security dividend requirements of consolidated subsidiaries.

	Year Ended December 31,
		2017	2016	2015	2014	2013	2012
Consolidated ratio of earnings to fixed charges		2.9	4.5	2.1	4.4	1.0	*
Consolidated ratio of earnings to fixed charges and preferred stock dividends		2.6	3.7	1.7	3.6	*	*

* Earnings for the reporting period were inadequate to cover total fixed charges and/or total fixed charges and preferred stock dividends. The coverage deficiency for total fixed charges for the year ended December 31, 2012 was $98.9 million. The coverage deficiencies for the combined fixed charges and preferred stock dividends for the years ended December 31, 2013 and 2012 were $15.4 million and $118.1 million, respectively.

INFORMATION REGARDING COMPUTATION OF
RATIOS OF EARNINGS TO FIXED CHARGES AND
EARNINGS TO COMBINED FIXED CHARGES
AND PREFERRED STOCK DIVIDENDS

Ratio of Earnings to Fixed Charges

(Dollars in thousands)	2017		2016		2015		2014		2013		2012
Earnings:
Income/(loss) before income taxes (a)	$	297,407	$	333,856	$	96,819	$	301,144	$	3,660	$	(98,944	)
Add: Fixed Charges, net		155,036		95,535		88,678		88,101		100,444		116,802
Add: Distributed income of equity investees		—		—		—		—		—		—
Income/(loss) before income taxes and fixed charges, net	$	452,443	$	429,391	$	185,497	$	389,245	$	104,104	$	17,858
Fixed Charges:
Total interest expense	$	147,616	$	88,825	$	82,685	$	81,531	$	94,679	$	110,286
Interest factor in rents		7,420		6,710		5,993		6,570		5,765		6,516
Total fixed charges	$	155,036	$	95,535	$	88,678	$	88,101	$	100,444	$	116,802
Ratio of earnings to fixed charges		2.9		4.5		2.1		4.4		1.0		*
Ratio of Earnings to Fixed Charges and Preferred Stock Dividends
(Dollars in thousands)		2017		2016		2015		2014		2013		2012
Earnings:
Income/(loss) before income taxes (a)	$	297,407	$	333,856	$	96,819	$	301,144	$	3,660	$	(98,944	)
Add: Fixed Charges, net		155,036		95,535		88,678		88,101		100,444		116,802
Add: Distributed income of equity investees		—		—		—		—		—		—
Income/(loss) before income taxes and fixed charges, net	$	452,443	$	429,391	$	185,497	$	389,245	$	104,104	$	17,858
Fixed Charges & Preferred Stock Dividends:
Total interest expense	$	147,616	$	88,825	$	82,685	$	81,531	$	94,679	$	110,286
Interest factor in rents		7,420		6,710		5,993		6,570		5,765		6,516
Preferred stock dividends (b)		19,108		19,108		19,057		19,212		19,108		19,108
Total fixed charges and preferred stock dividends	$	174,144	$	114,643	$	107,735	$	107,313	$	119,552	$	135,910
Ratio of earnings to fixed charges and preferred stock dividends		2.6		3.7		1.7		3.6		*		*

*	Earnings for the reporting period were inadequate to cover total fixed charges and/or total fixed charges and preferred stock dividends. The coverage deficiency for total fixed charges for the year ended December 31, 2012 was $98.9 million. The coverage deficiencies for the combined fixed charges and preferred stock dividends for the years ended December 31, 2013 and 2012 were $15.4 million and $118.1 million, respectively.
(a)	Pre-tax earnings from continuing operations excluding income attributable to noncontrolling interests and income/loss from equity investees.
(b)	The preferred dividend amounts represent pre-tax earnings required to cover total dividends on preferred stock.

EX-13

Section 5: EX-13                                                Exhibit 13

FINANCIAL INFORMATION AND DISCUSSION

TABLE OF CONTENTS

Selected Financial and Operating Data		2
Management's Discussion and Analysis of Financial Condition and Results of Operations		3
	General Information	3
	Forward-Looking Statements	5
	Financial Summary - 2017 compared to 2016	5
	Business Line Review - 2017 compared to 2016	7
	Income Statement Review - 2017 compared to 2016; 2016 compared to 2015	9
	Statement of Condition Review - 2017 compared to 2016	21
	Capital - 2017 compared to 2016	26
	Asset Quality - Trend Analysis of 2017 compared to 2016	30
	Risk Management	52
	Repurchase Obligations, Off-Balance Sheet Arrangements, and Other Contractual Obligations	61
	Market Uncertainties and Prospective Trends	66
	Critical Accounting Policies	67
	Quarterly Financial Information	71
	Non-GAAP Information	72
Glossary of Selected Financial Terms and Acronyms		73
Report of Management on Internal Control over Financial Reporting		79
Reports of Independent Registered Public Accounting Firm		80
Consolidated Statements of Condition		83
Consolidated Statements of Income		85
Consolidated Statements of Comprehensive Income		87
Consolidated Statements of Equity		88
Consolidated Statements of Cash Flows		89
Notes to Consolidated Financial Statements		91
Consolidated Historical Statements of Income		191
Consolidated Average Balance Sheets and Related Yields and Rates		192
Total Shareholder Return Performance Graph		194

SELECTED FINANCIAL AND OPERATING DATA

(Dollars in millions except per share data)		2017			2016			2015			2014			2013
Income/(loss) from continuing operations		$	177.0		$	238.5		$	97.3		$	234.0		$	37.8
Income/(loss) from discontinued operations, net of tax		—			—			—			—			0.5
Net income/(loss)		177.0			238.5			97.3			234.0			38.4
Income/(loss) available to common shareholders		159.3			220.8			79.7			216.3			21.1
Common Stock Data
Earnings/(loss) per common share from continuing operations		$	0.66		$	0.95		$	0.34		$	0.92		$	0.09
Earnings/(loss) per common share		0.66			0.95			0.34			0.92			0.09
Diluted earnings/(loss) per common share from continuing operations		0.65			0.94			0.34			0.91			0.09
Diluted earnings/(loss) per common share		0.65			0.94			0.34			0.91			0.09
Cash dividends declared per common share		0.36			0.28			0.24			0.20			0.20
Book value per common share		12.82			9.90			9.42			9.35			8.87
Closing price of common stock per share:
	High	20.76			20.61			16.20			13.91			12.55
	Low	16.05			11.62			12.31			11.18			9.72
	Year-end	19.99			20.01			14.52			13.58			11.65
Cash dividends per common share/year-end closing price		1.8		%	1.4		%	1.7		%	1.5		%	1.7		%
Cash dividends per common share/diluted earnings per common share		55.4		%	29.8		%	70.6		%	22.0		%	222.2		%
Year-end price/earnings ratio		30.75		x	21.3		x	42.7		x	14.9		x	129.4		x
Market capitalization		$	6,531.5		$	4,674.8		$	3,464.3		$	3,180.7		$	2,753.7
Average shares (thousands)		241,436			232,700			234,189			234,997			237,972
Average diluted shares (thousands)		244,453			235,292			236,266			236,735			239,794
Period-end shares outstanding (thousands)		326,736			233,624			238,587			234,220			236,370
Volume of shares traded (thousands)		790,153			574,196			562,553			592,399			787,295
Selected Average Balances
Total assets		$	29,924.8		$	27,427.2		$	25,636.0		$	23,993.0		$	24,399.9
Total loans, net of unearned income		20,104.0			18,303.9			16,624.4			15,521.0			15,726.4
Securities available-for-sale		4,021.6			4,002.1			3,692.3			3,548.4			3,180.4
Earning assets		27,461.0			25,180.1			23,456.2			21,825.2			21,772.0
Total deposits		23,072.1			20,898.8			18,753.7			16,401.7			16,340.2
Total term borrowings		1,077.3			1,130.2			1,557.2			1,591.0			1,942.3
Common equity		2,579.3			2,300.4			2,190.1			2,200.9			2,135.6
Total equity		2,970.3			2,691.5			2,581.2			2,592.0			2,518.8
Selected Period-End Balances
Total assets		$	41,423.3		$	28,555.2		$	26,192.6		$	25,665.4		$	23,782.4
Total loans, net of unearned income		27,658.9			19,589.5			17,686.5			16,230.2			15,389.1
Securities available-for-sale		5,170.3			3,943.5			3,929.8			3,556.6			3,398.5
Earning assets		36,953.4			26,280.2			23,971.5			23,470.9			21,168.4
Total deposits		30,620.4			22,672.4			19,967.5			18,068.9			16,735.0
Total term borrowings		1,218.1			1,040.7			1,312.7			1,877.3			1,737.8
Common equity		4,189.4			2,314.0			2,248.5			2,190.5			2,097.3
Total equity		4,580.5			2,705.1			2,639.6			2,581.6			2,488.4
Selected Ratios
Return on average common equity (a)		6.18		%	9.60		%	3.64		%	9.83		%	0.99		%
Return on average tangible common equity (b) (c)		7.23			10.59			3.97			10.62			1.07
Return on average assets (d)		0.59			0.87			0.38			0.98			0.16
Net interest margin (e)		3.12			2.94			2.83			2.92			2.96
Allowance for loan losses to loans		0.69			1.03			1.19			1.43			1.65
Net charge-offs to average loans		0.06			0.10			0.19			0.31			0.50
Total period-end equity to period-end assets		11.06			9.47			10.08			10.06			10.46
Tangible common equity to tangible assets (c)		6.57			7.42			7.82			7.91			8.19
Common equity tier 1 ratio		8.88			9.94			10.45			N/A			N/A

See accompanying notes to consolidated financial statements.

Numbers may not add due to rounding.

N/A- Not applicable

(a) Calculated using net income/(loss) available to common shareholders divided by average common equity.

(b) Calculated using adjusted tangible common equity divided by risk weighted assets.

(c) Represents a non-GAAP measure which is reconciled in the non-GAAP to GAAP reconciliation in table 33.

(d) Calculated using net income divided by average assets.

(e) Net interest margin is computed using total net interest income adjusted to a FTE basis assuming a statutory federal income tax rate of 35 percent and, b no nowhere applicable, state income taxes.

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FIRST HORIZON NATIONAL CORPORATION

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

GENERAL INFORMATION

First Horizon National Corporation (“FHN”) began as a community bank chartered in 1864 and as of December 31, 2017, was one of the 30 largest publicly traded banking organizations in the United States in terms of asset size.

FHN is the parent company of First Tennessee Bank National Association ("FTBNA"). FTBNA's principal divisions and subsidiaries operate under the brands of First Tennessee Bank, Capital Bank, FTB Advisors, and FTN Financial. FHN offers regional banking, wealth management and capital market services through the First Horizon family of companies. First Tennessee Bank, Capital Bank, and FTB Advisors provide consumer and commercial banking and wealth management services. FTN Financial (“FTNF”), which operates partly through a division of FTBNA and partly through subsidiaries, is an industry leader in fixed income sales, trading, and strategies for institutional clients in the U.S. and abroad. FTBNA has over 350 banking offices in eight southeastern U.S. states, and FTNF has 28 offices in 18 states across the U.S.

FHN is composed of the following operating segments:

• Regional banking segment offers financial products and services, including traditional lending and deposit taking, to consumer and commercial customers in Tennessee, North Carolina, South Carolina, Florida and other selected markets. Regional banking also provides investments, financial planning, trust services and asset management, mortgage banking, credit card, and cash management. Additionally, the regional banking segment includes correspondent banking which provides credit, depository, and other banking related services to other financial institutions nationally.

• Fixed income segment consists of fixed income securities sales, trading, 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 of unallocated corporate expenses, expense on subordinated debt issuances, bank-owned life insurance, unallocated interest income associated with excess equity, net impact of raising incremental capital, revenue and expense associated with deferred compensation plans, funds management, tax credit investment activities, derivative valuation adjustments related to prior sales of Visa Class B shares, gain/(loss) on extinguishment of debt, and acquisition- and integration-related costs.

• Non-strategic segment consists of the wind-down national consumer lending activities, legacy mortgage banking elements including servicing fees, and the associated ancillary revenues and expenses related to these businesses. Non-strategic also includes the wind-down trust preferred loan portfolio and exited businesses.

On November 30, 2017, FHN completed its acquisition of Capital Bank Financial Corporation ("CBF") and its subsidiaries, including Capital Bank Corporation for an aggregate of 92,043,171 shares of FHN common stock and $423.6 million in cash in a transaction valued at $2.2 billion. CBF operated 178 branches in North and South Carolina, Tennessee, Florida and Virginia at the time of closing.

On October 2, 2017, FTBNA acquired the operations and certain assets of Professional Mortgage Company, Inc. ("PMC"). PMC was a provider of institutional debt capital and commercial mortgage loan servicing. Eleven professionals joined FTBNA's commercial real estate ("CRE") team as a result of the transaction, expanding the capabilities of its CRE platform.

On April 3, 2017, FTNF acquired substantially all of the assets and assumed substantially all of the liabilities of Coastal Securities, Inc. (“Coastal”), a national leader in the trading, securitization, and analysis of Small Business Administration (“SBA”) loans, for approximately $131 million in cash. Coastal, which was based in Houston, TX, also traded United States Department of Agriculture (“USDA”) loans and fixed income products and provided municipal underwriting and municipal advisory services to its clients. Coastal’s government-guaranteed loan products were combined with FTNF's existing SBA trading activities to establish an additional major product sector for FTNF.

On September 16, 2016, FTBNA acquired $537.4 million of unpaid principal balance ("UPB") in restaurant franchise loans from GE Capital. The acquired loans were combined with existing FTBNA relationships to establish a franchise finance specialty banking business.

On October 2, 2015, FHN completed its acquisition of TrustAtlantic Financial Corporation (“TrustAtlantic Financial” or “TAF”), and its wholly owned bank subsidiary TrustAtlantic Bank (“TAB”), for an aggregate of 5.1 million shares of FHN

3

common stock and $23.9 million in cash in a transaction valued at $96.7 million. The fair value of the acquired assets totaled $445.3 million, including $281.9 million in loans. FHN also assumed $344.1 million of TAB deposits.

In relation to all acquisitions, FHN's operating results include the operating results of the acquired assets and assumed liabilities subsequent to the acquisition date. Refer to Note 2 - Acquisitions and Divestitures for additional information.

For the purpose of this management’s discussion and analysis (“MD&A”), earning assets have been expressed as averages, unless otherwise noted, and loans have been disclosed net of unearned income. The following financial discussion should be read with the accompanying audited Consolidated Financial Statements and Notes in this report.

ADOPTION OF ACCOUNTING UPDATES

Issued in February 2018, ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” provides an election for reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects solely resulting from the Tax Cuts and Jobs Act ("the Tax Act"). The stranded tax effects were created because current accounting requirements indicate that all changes in deferred tax assets and liabilities due to changes in enacted tax rates be recorded through tax provision, even when the deferred tax asset or liability was originally created with an offset to accumulated comprehensive income. For FHN, this includes net deferred tax assets related to net unrealized losses on available-for-sale ("AFS") securities, net actuarial losses for pension and postretirement plans, and the effective portion of cash flow hedging activities. The provisions of ASU 2018-02 do not apply to past or future changes in tax rates. Adoption of ASU 2018-02 is required for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted in any interim period for which financial statements have not yet been issued. FHN elected early adoption as of December 31, 2017 and made a reclassification of $57.5 million from accumulated other comprehensive income to retained earnings.

Non-GAAP Measures

Certain measures are included in the narrative and tables in this MD&A 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 capital position or financial results of FHN. Non-GAAP measures are reported to FHN’s management and Board of Directors through various internal reports.

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 MD&A 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 (“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.

The non-GAAP measures presented in this filing are return on average tangible common equity (“ROTCE”), tangible common equity to tangible assets and adjusted tangible common equity to risk-weighted assets. Refer to table 33 for a reconciliation of the non-GAAP to GAAP measures and presentation of the most comparable GAAP items.

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FORWARD-LOOKING STATEMENTS

This MD&A contains forward-looking statements 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 FHN’s control, and many of which, with respect to future business decisions and actions (including acquisitions and divestitures), are subject to change. 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; potential requirements for FHN to repurchase, or compensate for losses from, previously sold or securitized mortgages or securities based on such mortgages; 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; 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; inflation or deflation; customer, investor, competitor, regulatory, and legislative responses to any or all of these conditions; the financial condition of borrowers and other counterparties; competition within and outside the financial services industry; geopolitical developments including possible terrorist activity; natural disasters; effectiveness and cost-efficiency of FHN’s hedging practices; technological changes; fraud, theft, or other incursions through conventional, electronic, or other means affecting FHN directly or affecting its customers, business counterparties or competitors; demand for FHN’s product offerings; new products and services in the industries in which FHN operates; the increasing use of new technologies to interact with customers and others; and critical accounting estimates. Other factors are those 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 customer profiles. Additionally, the actions of the Securities and Exchange Commission (“SEC”), the Financial Accounting Standards Board (“FASB”), the Office of the Comptroller of the Currency (“OCC”), the Board of Governors of the Federal Reserve System (“Federal Reserve” or “Fed”), the Federal Deposit Insurance Corporation (“FDIC”), the Financial Industry Regulatory Authority (“FINRA”), the U.S. Department of the Treasury (“U.S. Treasury”), the Municipal Securities Rulemaking Board (“MSRB”), the Consumer Financial Protection Bureau (“CFPB”), the Financial Stability Oversight Council (“Council”), the Public Company Accounting Oversight Board (“PCAOB”), and other regulators and agencies; pending, threatened, or possible future regulatory, administrative, and judicial outcomes, actions, and proceedings; current or future Executive orders; changes in laws and regulations applicable to FHN; and FHN’s success in executing its business plans and strategies and managing the risks involved in the foregoing, could cause actual results to differ, perhaps materially, from those contemplated by the forward-looking statements.

FHN assumes no obligation to update or revise any forward-looking statements that are made in this Annual Report to Shareholders for the period ended December 31, 2017 of which this MD&A is a part or otherwise from time to time. Actual results could differ and expectations could change, possibly materially, because of one or more factors, including those presented in this Forward-Looking Statements section, in other sections of this MD&A, in other parts of and exhibits to this Annual Report to Shareholders, or in FHN's Annual Report on Form 10-K for the period ended December 31, 2017 into which this MD&A has been incorporated, and in documents incorporated into the Form 10-K.

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FINANCIAL SUMMARY - 2017 COMPARED TO 2016

FHN reported net income available to common shareholders of $159.3 million, or $.65 per diluted share, compared to net income of $220.8 million, or $.94 per diluted share in 2016. The decline in net income available to common shareholders in 2017 was due to higher noninterest expense, an increase in income taxes, and a decrease in noninterest income, somewhat mitigated by an increase in net interest income and a decline in the provision for loan losses. Various factors significantly impacted reported earnings in 2017 including acquisitions and other strategic transactions expected to boost growth, returns and profitability. Additional factors affecting reported results were increased interest rates, tax reform, certain legacy mortgage matters, and the steady economic environment.

During 2017, FHN continued to execute on strategic priorities by strengthening core businesses, controlling costs and prudently managing the balance sheet. FHN invested in its core businesses by focusing on higher-return specialty lending areas; making strategic hires; upgrading digital banking platforms; and expanding into growth markets both organically and through acquisitions. Management successfully deployed capital through profitable loan growth, dividend increases, and acquisitions.

FHN completed three acquisitions in 2017, significantly strengthening FHN’s ability to grow and improve returns over the long-term. In November 2017, FHN closed the acquisition of CBF, a $10 billion bank headquartered in North Carolina. The CBF acquisition expands FHN’s presence in high-growth, attractive geographic markets; provides scale and efficiency; and, accelerates the achievement of FHN’s long-term financial goals on return, profitability and productivity. In April 2017, FHN completed the purchase of Coastal, a national leader in the trading, securitization and analysis of SBA loans. The Coastal transaction provided a broadened depth and diversity for product offerings in the fixed income business. In October 2017, FHN closed on its purchase of PMC, a leading provider of institutional debt capital and commercial mortgage loan servicing which will expand the capabilities of FHN’s commercial real estate platform.

In December 2017, congress enacted the Tax Act, reducing the federal statutory tax rate from 35 percent to 21 percent for FHN. The rate reduction on January 1, 2018 should benefit financial results in the future; however, the enactment of the rate reduction affected FHN's deferred tax balances and negatively impacted FHN's 2017 operating results. Earlier in 2017, FHN recognized favorable effective tax rate adjustments primarily associated with the reversal of a capital loss deferred tax valuation allowance which somewhat offset the overall increase in provision for income taxes.

The economic environment remained steady-to-improving in 2017 with GDP growth throughout the year, low unemployment rates, and muted inflation. Organic loan growth and additional loans added through acquisitions coupled with a modest increase in short-term interest rates bolstered FHN's net interest income ("NII") and net interest margin ("NIM"); favorably impacting revenues in 2017 relative to the prior year. While the economic improvement positively impacted FHN's NII in 2017, higher rates and a lack of interest rate volatility negatively impacted fee income from FTNF due to the counter-cyclical impact of the interest rate environment which led to lower fixed income sales revenue in 2017.

Asset quality trends were stable in 2017 reflecting continued strong underwriting standards. Allowance for loan losses continued to decline, decreasing 6 percent in 2017 as a result of the run-off of non-strategic loan balances partially offset by organic loan growth. Net charge-offs and nonperforming loans declined 35 percent and 10 percent, respectively, both reflecting strong credit quality in 2017. The addition of loans as a result of the CBF acquisition increased the diversification of the loan portfolio across geographic markets and various lending areas, including higher-return specialty areas.  

Return on average common equity (“ROE”) and ROTCE for 2017 were 6.18 percent and 7.23 percent, respectively, compared to 9.60 percent and 10.59 percent in 2016. Return on average assets (“ROA”) was .59 percent in 2017 compared to .87 percent in 2016. The tangible common equity to tangible assets ratio was 6.57 percent in 2017 compared to 7.42 percent in 2016.Common equity tier 1, Tier 1, Total capital, and Leverage ratios were 8.88 percent, 9.83 percent, 11.10 percent, and 10.31 percent on December 31, 2017, compared to 9.94 percent, 11.17 percent, 12.24 percent, and 9.35 percent, respectively, on December 31, 2016. Total period-end assets were $41.4 billion on December 31, 2017, a 45 percent increase from $28.6 billion on December 31, 2016. Total period-end equity was $4.6 billion on December 31, 2017, up from $2.7 billion on December 31, 2016.

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BUSINESS LINE REVIEW - 2017 COMPARED TO 2016

Regional Banking

Pre-tax income within the regional banking segment increased 36 percent to $456.1 million in 2017 from $336.1 million in 2016. The increase in pre-tax income was primarily driven by higher revenue and a decline in loan loss provision, which more than offset an increase in expenses.

Total revenue increased 12 percent, or $116.7 million, to $1.1 billion in 2017, from $990.8 million in 2016, driven by an increase in NII. The increase in NII was largely due to the favorable impact of higher interest rates on loans, higher average balances of commercial loans and noninterest-bearing deposits, as well as loan and deposit growth associated with the CBF acquisition. Noninterest income was $258.6 million and $249.0 million in 2017 and 2016, respectively. The increase in noninterest income was largely driven by a $5.6 million increase in brokerage, management fees, and commission income from the Bank's wealth management group due to increases in recurring revenue driven primarily by growth in FHN's advisory business and favorable market conditions. Additionally, increases in fees from deposit transactions and cash management activities, mortgage banking income, and bankcard income also contributed to the increase in noninterest income in 2017. Deposit transactions and cash management activities increased $2.0 million in 2017 largely driven by higher fee income associated with cash management activities, which offset a decline in non-sufficient funds ("NSF")/overdraft fees driven by changes in consumer behavior and a modification of billing practices. Fees associated with mortgage banking activities increased $1.7 million in 2017 and were primarily related to FHN’s Community Reinvestment Act ("CRA") initiatives. Bankcard income increased $1.1 million relative to the prior year primarily due to an increase in interchange income as a result of increased volume due to the CBF acquisition. FHN recognized $.4 million in net securities gains for 2017 primarily resulting from the call of a $4.4 million held-to-maturity municipal bond in second quarter 2017. Gains on the sale of fixed assets decreased $2.0 million in 2017 and fees from derivative transactions decreased $2.0 million both reducing noninterest income in 2017 compared to 2016.

Provision expense was $21.6 million in 2017 down from $38.9 million in 2016. The net decrease in provision in 2017 compared to the prior year was primarily due to continued strong performance in both the commercial and consumer portfolios. The provision in 2017 was favorably affected by historically lower net charge-offs which continue to drive lower loss rates.

Noninterest expense increased 2 percent to $629.7 million in 2017 from $615.8 million in 2016. The increase in expenses was primarily driven by an increase in personnel-related expenses due to strategic hires in expansion markets and specialty areas, higher incentive expense associated with loan/deposit growth, retention initiatives, and $19.1 million attributable to CBF activities ($10.7 million of which relates to a 27 percent increase in headcount for one month). Additionally, FHN recognized $4.1 million in special employee bonuses which also contributed to the increase in personnel expense in 2017. To a lesser extent FDIC premium expense, occupancy, computer software, intangible asset amortization, and expenses associated with equipment rentals, deprecation and maintenance all increased relative to 2016, negatively impacting regional banking expenses. The increase in FDIC premium expense was due in large part to organic and acquisition-related balance sheet growth, as well as the net loss recognized in fourth quarter 2017. The other expense categories increased primarily due to the CBF acquisition. The regional banking segment recognized a $15.9 million net decline in loss accruals related to legal matters favorably impacting expenses in 2017. Additionally, a recovery from a vendor recognized in first quarter 2017 related to previous overbillings also positively impacted expenses in 2017.

Fixed Income

Pre-tax income in the fixed income segment was $24.2 million in 2017 compared to $50.5 million in 2016. The decline in results in 2017 was driven by lower fee income, somewhat offset by a decline in expenses and an increase in NII.

NII increased from $10.8 million in 2016 to $18.0 million in 2017, primarily driven by an increase in loans held-for-sale as a result of the Coastal acquisition. Fixed income product revenue decreased 24 percent to $173.9 million in 2017 from $229.7 million in 2016, as average daily revenue (“ADR”) declined to $696 thousand in 2017 from $919 thousand in 2016. This decline reflects lower activity due to challenging market conditions (interest rate increases, a flattening yield curve, and low levels of market volatility). Other product revenue was $43.2 million in 2017 up from $39.7 million in the prior year, primarily driven by increases in fees from loan sales, which more than offset declines in fees from derivative sales and portfolio advisory services.

Noninterest expense decreased 8 percent, or $18.6 million, to $210.9 million in 2017 from $229.6 million in 2016. The expense decline during 2017 was primarily the result of lower variable compensation associated with the decrease in fixed income sales revenue in 2017. A portion of the expense decline was somewhat offset by an increase in legal fees and increased amortization and other expenses associated with the Coastal acquisition.

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Corporate

The pre-tax loss for the corporate segment was $189.4 million and $104.4 million for 2017 and 2016, respectively.

Net interest expense was $58.9 million in 2017 compared to $65.9 million in 2016. The improvement in net interest expense for 2017 was largely driven by a higher yielding securities portfolio. Noninterest income (including securities gain/losses) was $8.9 million in 2017, compared to $20.4 million in 2016. Noninterest income declined in 2017 compared to the prior year due in large part to a $14.3 million loss from the repurchase of equity securities previously included in a financing transaction. Additionally, net gains on the sale of securities decreased $1.1 million in 2017, largely the result of a $1.7 million gain from an exchange of approximately $294 million of available-for-sale (“AFS”) debt securities recognized in 2016. Deferred compensation income, which fluctuates with changes in the market value of the underlying investments and is mirrored by changes in deferred compensation expense which is included in personnel expense, increased $3.3 million in 2017 partially mitigating the decline in noninterest income.

Noninterest expense was $139.4 million in 2017 compared to $58.9 million in 2016. The increase in noninterest expense was largely due to a $53.6 million increase in acquisition- and integration-related expenses primarily associated with the CBF and Coastal acquisitions, $5.7 million of special employee bonuses, and $8.8 million of charitable contributions to the First Tennessee Foundation made in 2017. To a lesser extent, higher deferred compensation expense also contributed to the expense increase in 2017, but was offset by $6.5 million of deferred compensation BOLI gains recognized in 2017. Advertising and public relations expense decreased $1.7 million in 2017 due in large part to a promotional branding campaign and higher expenses associated with CRA initiatives recognized in 2016. Additionally, a $2.1 million decrease in negative valuation adjustments associated with derivatives related to prior sales of Visa Class B shares offset a portion of the overall expense increase.

Non-Strategic

The non-strategic segment had pre-tax income of $18.0 million in 2017 compared to $63.0 million in 2016. The decline in results was primarily driven by higher expenses and a lower loan loss provision credit in 2017 relative to the prior year, coupled with a decline in revenues.

Total revenue decreased $16.2 million to $39.9 million in 2017 from $56.0 million in 2016. NII declined 19 percent to $34.3 million in 2017 consistent with the run-off of the non-strategic loan portfolios. Noninterest income (including securities gains/losses) was $5.6 million in 2017 compared to $13.7 million in 2016. The decrease in noninterest income was largely attributable to a decline in mortgage banking income due in large part to $4.4 million of recoveries recognized in 2016 associated with prior legacy mortgage servicing sales and a $1.5 million gain in 2016 related to the reversal of a contingency accrual associated with prior sales of mortgage servicing rights (“MSR”).

The provision for loan losses within the non-strategic segment was a provision credit of $21.6 million in 2017 compared to a provision credit of $27.9 million in the prior year. Overall, the non-strategic segment continued to reflect stable performance combined with lower loan balances as reserves declined by $12.5 million to $35.4 in December 31, 2017, nearly all of which was in the consumer real estate portfolio. Losses remain historically low as the non-strategic segment experienced an increase in net recoveries of $5.9 million in 2017 compared to the prior year.

Noninterest expense was $43.6 million in 2017 compared to $20.9 million in 2016. The increase in noninterest expense was primarily due to a $25.7 million net increase in loss accruals related to legal matters. Additionally, a smaller repurchase and foreclosure provision expense reversal related to the settlement of certain repurchase claims in 2017 relative to 2016 ($22.5 million and $32.7 million, respectively) also contributed to the increase in expense. An $11.9 million decrease in legal fees favorably impacted non-strategic expenses in 2017.

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INCOME STATEMENT REVIEW - 2017 COMPARED TO 2016; 2016 COMPARED TO 2015

Total consolidated revenue increased 4 percent, or $51.0 million to $1.3 billion in 2017, driven by a 16 percent increase in net interest income, which more than offset lower fee income from fixed income product revenue. Total consolidated expense increased 11 percent to $1.0 billion in 2017 from $925.2 million in 2016. The expense increase was primarily driven by an increase in acquisition-related expenses associated with the CBF and Coastal acquisitions, and to a lesser extent an increase in accruals related to loss contingencies and litigation matters.

In 2016 and 2015, total consolidated revenue was $1.3 billion and $1.2 billion, respectively, largely driven by increases in net interest income and fixed income product revenue. Total consolidated expense decreased 12 percent to $925.2 million in 2016 from $1.1 billion in 2015 primarily driven by a decline in accruals related to loss contingencies and litigation matters and a mortgage repurchase provision expense reversal recognized in 2016, somewhat offset by higher personnel expense in 2016 compared to 2015.

NET INTEREST INCOME

Net interest income increased 16 percent to $842.3 million in 2017 from $729.1 million in 2016. On a fully taxable equivalent (“FTE”) basis, NII increased 16 percent to $855.9 million in 2017 from $740.7 million in 2016. As detailed in Table 1 - Analysis of Changes in Net Interest Income, the increase in NII was primarily driven by organic loan growth within the regional banking commercial loan portfolio, the positive impact of higher market rates on loans and other earning assets, and commercial and consumer loans added through the CBF acquisition, somewhat offset by lower average balances of consumer loans and loans to mortgage companies. An increase in loans held-for-sale (“HFS”) added through the Coastal and CBF acquisitions also improved NII in 2017 relative to 2016. The negative impact of higher market rates on deposits and other funding sources and the continued run-off of the non-strategic loan portfolios negatively impacted NII in 2017. Average earning assets were $27.5 billion and $25.2 billion in 2017 and 2016, respectively. The 9 percent increase in average earning assets in 2017 was primarily driven by organic loan growth within FHN’s regional banking activities, loans added as part of the CBF acquisition, higher average balances of excess cash held at the Federal Reserve (“Fed”) and an increase in loans held-for-sale ("HFS") associated with the Coastal and CBF acquisitions. These increases were somewhat offset by continued run-off of the non-strategic loan portfolios, a decrease in securities purchased under agreements to resell and lower average balances of fixed income trading securities relative to 2016.

Net interest income was $729.1 million in 2016, a 12 percent increase from $653.7 million in 2015. On an FTE basis, NII increased to $740.7 million in 2016 from $664.4 million in 2015. The increase in NII was the result of loan growth within Regional Banking, the positive impact of higher interest rates on loans, lower long-term funding costs due to lower average balances, and a larger investment securities portfolio. These increases were partially offset by the continued run-off the non-strategic loan portfolios, the negative impact of higher market rates on deposits, lower average balances of trading securities, and a decrease in cash basis interest income in 2016 relative to 2015.

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Table 1 - Analysis of Changes in Net Interest Income

			2017 Compared to 2016								2016 Compared to 2015
(Fully taxable equivalent ("FTE"))			Increase / (Decrease) Due to (a)								Increase / (Decrease) Due to (a)
(Dollars in thousands)			Rate (b)		Volume (b)			Total			Rate (b)			Volume (b)			Total
Interest income - FTE:
Loans			$	69,059	$	70,022		$	139,081		$	16,071		$	64,325		$	80,396
Loans held-for-sale			408		11,603			12,011			245			(196		)	49
Investment securities:
	U.S. government agencies		6,167		230			6,397			(2,192		)	7,791			5,599
	States and municipalities		63		(365		)	(302		)	336			(377		)	(41		)
	Corporates and other debt		—		223			223			1			505			506
	Other		1,063		662			1,725			(2,643		)	114			(2,529		)
		Total investment securities	7,660		383			8,043			(4,532		)	8,067			3,535
Trading securities			4,559		(507		)	4,052			(1,861		)	(2,260		)	(4,121		)
Other earning assets:
	Federal funds sold		137		47			184			24			(44		)	(20		)
	Securities purchased under agreements to resell		4,681		(53		)	4,628			1,483			(56		)	1,427
	Interest-bearing cash		3,902		2,046			5,948			1,901			(713		)	1,188
		Total other earning assets	10,011		749			10,760			2,797			(202		)	2,595
Total change in interest income - earning assets - FTE								$	173,947								$	82,454
Interest expense:
Interest-bearing deposits:
	Savings		$	21,039	$	1,872		$	22,911		$	6,075		$	1,541		$	7,616
	Time Deposits		1,741		1,349			3,090			42			1,312			1,354
	Other interest-bearing deposits		12,891		1,233			14,124			5,093			773			5,866
		Total interest-bearing deposits	35,827		4,298			40,125			11,289			3,546			14,836
Federal funds purchased			2,536		(884		)	1,652			1,569			(347		)	1,222
Securities sold under agreements to repurchase			3,664		161			3,825			84			36			120
Trading liabilities			2,245		(1,777		)	468			(1,788		)	812			(976		)
Other short-term borrowings			1,958		3,828			5,786			(6		)	228			222
Term borrowings			8,359		(1,424		)	6,935			1,563			(10,847		)	(9,284		)
Total change in interest expense - interest-bearing liabilities								$	58,791								$	6,140
Net interest income - FTE								$	115,156								$	76,314

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

(a) The changes in interest due to both rate and volume have been allocated to change due to rate and change due to volume in proportion to the absolute and amounts of the changes in each.

(b) Variances are computed on a line-by-line basis and are non-additive.

For purposes of computing yields and the net interest margin, FHN adjusts net interest income to reflect tax exempt income on an equivalent pre-tax basis which provides comparability of net interest income arising from both taxable and tax-exempt sources. The consolidated net interest margin improved to 3.12 percent in 2017 from 2.94 percent in 2016. The net interest spread increased to 2.91 percent in 2017 from 2.80 percent in 2016, and the impact of free funding was 21 basis points and 14 basis points in 2017 and 2016, respectively. The improvement in NIM in 2017 relative to 2016 was largely the result of the positive impact of higher market rates and an increase in average deposits, somewhat offset by an increase in average excess cash held at the Fed during 2017.

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The consolidated net interest margin was 2.94 percent in 2016 compared to 2.83 percent in 2015. The positive impact of higher interest rates on loans, lower long-term funding costs, a decrease in average excess cash held at the Fed and higher average balances of loans to mortgage companies during 2016 all contributed to the increase in NIM in 2016 relative to 2015, but were somewhat mitigated by the continued run-off of the nonstrategic loan portfolios, the negative impact of higher market rates on deposits, and a decrease in cash basis interest income relative to 2015.

The activity levels and related funding for FHN’s fixed income activities affect the net interest margin. Generally fixed income activities compress the margin, especially where there are elevated levels of trading inventory, because of the strategy to reduce market risk by economically hedging a portion of its inventory on the balance sheet. As a result, FHN’s consolidated margin cannot be readily compared to that of other bank holding companies. Table 2 - Net Interest Margin details the computation of the net interest margin for the past three years.

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Table 2—Net Interest Margin

	2017		2016		2015
Assets:
Earning assets:
Loans, net of unearned income:
Commercial loans	4.08	%	3.64	%	3.51	%
Consumer loans	4.23		4.07		3.96
Total loans, net of unearned income	4.12		3.77		3.67
Loans held-for-sale	4.73		4.43		4.23
Investment securities:
U.S. government agencies	2.56		2.40		2.46
States and municipalities (a)	9.36		7.95		3.52
Corporates and other debt	4.98		5.25		4.94
Other (b)	3.49		2.67		4.08
Total investment securities	2.62		2.43		2.54
Trading securities	3.04		2.66		2.81
Other earning assets:
Federal funds sold	1.63		1.11		1.01
Securities purchased under agreements to resell (c)	0.69		0.06		(0.12	)
Interest bearing cash	0.96		0.51		0.25
Total other earning assets	0.85		0.28		0.10
Interest income / total earning assets	3.65	%	3.29	%	3.19	%
Liabilities:
Interest-bearing liabilities:
Interest-bearing deposits:
Savings	0.47	%	0.23	%	0.16	%
Other interest-bearing deposits	0.40		0.19		0.09
Time deposits	0.90		0.77		0.73
Total interest-bearing deposits	0.48		0.26		0.19
Federal funds purchased	1.06		0.52		0.26
Securities sold under agreements to repurchase	0.72		0.08		0.06
Fixed income trading liabilities	2.26		1.95		2.18
Other short-term borrowings	1.28		0.67		0.67
Term borrowings	3.35		2.58		2.47
Interest expense / total interest-bearing liabilities	0.74		0.49		0.49
Net interest spread	2.91	%	2.80	%	2.70	%
Effect of interest-free sources used to fund earning assets	0.21		0.14		0.13
Net interest margin (d)	3.12	%	2.94	%	2.83	%

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

(a) 2016 increase driven by payoff of lower yielding municipal bonds in fourth quarter 2015.

(b) 2016 decrease driven by a decline in the dividend rate of FHN's holdings of federal reserve bank stock.

(c) 2015 driven by negative market rates on reverse repurchase agreements.

(d) Calculated using total net interest income adjusted for FTE assuming a statutory federal income tax rate of 35 percent, and no where applicable, state income taxes.

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FHN’s net interest margin is primarily impacted by its balance sheet mix including the levels of fixed and floating rate loans, rate sensitive and non-rate sensitive liabilities, cash levels, trading inventory levels as well as loan fees and cash basis income. FHN’s balance sheet is positioned to benefit from a rise in short-term interest rates. For 2018, NIM will also depend on loan accretion levels, the extent of Fed interest rate increases, and the competitive pricing environment for core deposits.

PROVISION FOR LOAN LOSSES

The provision for loan losses is the charge to earnings that management determines to be necessary to maintain the ALLL at a sufficient level reflecting management's estimate of probable incurred losses in the loan portfolio. The provision for loan losses was $0 in 2017 compared to $11.0 million in 2016 and $9.0 million in 2015. During 2017 and 2016, the continued overall improvement in the loan portfolio and declining non-strategic balances contributed to the declines of 6 percent and 4 percent in the allowance for loan losses relative to the prior years, respectively. Additionally, net charge-offs declined 35 percent and 39 percent, respectively, during 2017 and 2016 relative to the prior years. For additional information about the provision for loan losses refer to the Regional Banking and Non-Strategic sections of the Business Line Review section in this MD&A. For additional information about general asset quality trends refer to Asset Quality - Trend Analysis of 2017 Compared to 2016 in this MD&A.

NONINTEREST INCOME

Noninterest income (including securities gains/(losses)) was $490.2 million in 2017 compared to $552.4 million in 2016 and $517.3 million in 2015. In 2017 noninterest income was 37 percent of total revenue compared to 43 percent and 44 percent in 2016 and 2015, respectively. The decrease in noninterest income in 2017 relative to 2016 was primarily driven by a 19 percent decrease in fixed income non-interest income, as well as a $14.3 million loss from the repurchase of equity securities previously included in a financing transaction recognized in 2017. The increase in noninterest income in 2016 relative to 2015 was primarily driven by higher fixed income sales revenue. FHN’s noninterest income for the last three years is provided in Table 3 - Noninterest Income. The following discussion provides additional information about various line items reported in the following table.

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Table 3—Noninterest Income

										Compound Annual Growth Rates
(Dollars in thousands)	2017			2016			2015			17/16		17/15
Noninterest income:
Fixed income	$	216,625		$	268,561		$	231,337		(19	)%	(3	)%
Deposit transactions and cash management	110,592			108,553			112,843			2	%	(1	)%
Brokerage, management fees and commissions	48,514			42,911			46,496			13	%	2	%
Trust services and investment management	28,420			27,727			27,577			2	%	2	%
Bankcard income	25,467			24,430			22,238			4	%	7	%
Bank-owned life insurance	15,124			14,687			14,726			3	%	1	%
Debt securities gains/(losses), net	483			1,485			1,836			(67	)%	(49	)%
Equity securities gains/(losses), net	109			(144		)	(458		)	NM		NM
All other income and commissions:
Other service charges	12,532			11,731			11,610			7	%	4	%
ATM interchange fees	12,425			11,965			11,917			4	%	2	%
Deferred compensation	6,322			3,025			(1,369		)	NM		NM
Electronic banking fees	5,082			5,477			5,840			(7	)%	(7	)%
Letter of credit fees	4,661			4,103			4,621			14	%	*
Mortgage banking	4,649			10,215			3,870			(54	)%	10	%
Insurance commissions	2,514			2,981			2,627			(16	)%	(2	)%
Gain/(loss) on extinguishment of debt (a)	(14,329		)	—			5,793			NM		NM
Other	11,029			14,734			15,821			(25	)%	(17	)%
Total all other income and commissions	44,885			64,231			60,730			(30	)%	(14	)%
Total noninterest income	$	490,219		$	552,441		$	517,325		(11	)%	(3	)%

NM – Not meaningful

*Amount less than one percent.

(a) Loss on extinguishment of debt for 2017 relates to the repurchase of equity securities previously included in a financing transaction.

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Fixed Income Noninterest Income

The major component of fixed income revenue is generated from the purchase and sale of fixed income securities as both principal and agent. Other noninterest revenues within this line item consist principally of fees from loan sales, portfolio advisory services, and derivative sales. Securities inventory positions are procured for distribution to customers by the sales staff. Fixed income noninterest income decreased 19 percent in 2017 to $216.6 million from $268.6 million in 2016, reflecting lower activity due to challenging market conditions (interest rate increases, a flattening yield curve, and low levels of market volatility). Revenue from other products increased 10 percent, or $3.8 million, to $42.7 million from $38.9 million in 2016, driven by increases in fees from loan sales, which more than offset declines in fees from derivative sales and portfolio advisory services.

Fixed income noninterest income was $268.6 million in 2016, up from $231.3 million in 2015, reflecting more favorable market conditions during most of 2016, including increased rate and market volatility, as well as expansion of the distribution platform. In late 2016, trading activity was somewhat muted due to a sharp rate increase and market uncertainties following the U.S. presidential election. Revenue from other products increased $3.4 million to $38.9 million in 2016, largely driven by increases in fees from loan sales, derivative sales and portfolio advisory services.

Table 4—Fixed Income Noninterest Income

							Compound Annual Growth Rates
(Dollars in thousands)	2017		2016		2015		17/16		17/15
Noninterest income:
Fixed income	$	173,910	$	229,659	$	195,877	(24	)%	(6	)%
Other product revenue	42,715		38,902		35,460		10	%	10	%
Total fixed income noninterest income	$	216,625	$	268,561	$	231,337	(19	)%	(3	)%

Deposit Transactions and Cash Management

Fees from deposit transactions and cash management include fees for services related to consumer and commercial deposit products (such as service charges on checking accounts), cash management products and services such as electronic transaction processing (Automated Clearing House and Electronic Data Interchange), account reconciliation services, cash vault services, lockbox processing, and information reporting to large corporate clients. Deposit transactions and cash management activities increased to $110.6 million in 2017 from $108.6 million in 2016 largely driven by higher fee income associated with cash management activities, which offset a decline in NSF/overdraft fees driven by changes in consumer behavior and a modification of billing practices. In 2016, deposit transactions and cash management income decreased to $108.6 million from $112.8 million in 2015, primarily related to lower NSF fee income driven by changes in consumer behavior.

Brokerage, Management Fees and Commissions

Brokerage, management fees and commissions include fees for portfolio management, trade commissions, and annuity and mutual funds sales. Noninterest income from brokerage, management fees and commissions increased 13 percent, or $5.6 million, to $48.5 million in 2017. The increase was due in large part to increases in recurring revenue driven primarily by growth in FHN's advisory business and favorable market conditions. Noninterest income from brokerage, management fees and commissions was $42.9 million and $46.5 million in 2016 and 2015, respectively. The decline in income in 2016 compared to 2015 was primarily driven by a reduction in annuity income as a result of market conditions and lower variable annuity sales as practices were adjusted to meet the standards of a changing regulatory environment. The decline was also affected by a shift in product and fee structures, which caused a temporary decline in revenues but better met client needs and should result in revenue streams over the life of the product.

Bankcard Income

Bankcard income is derived from fees charged for processing and supporting credit card transactions including interchange, late charges, membership fees, miscellaneous merchant fees, cash advance fees, currency conversion fees, and research fees. Bankcard income increased 4 percent to $25.5 million in 2017 from $24.4 million in 2016. The increase in bankcard income

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relative to the prior year was primarily due to an increase in interchange income driven by higher volume due in large part to the CBF acquisition. Bankcard income increased 10 percent in 2016 to $24.4 million from $22.2 million in 2015, primarily driven by volume incentives received in 2016 driven by a significant new relationship.

Securities Gains/(Losses)

In 2017 FHN recognized net securities gains of $.6 million compared to $1.3 million and $1.4 million in 2016 and 2015, respectively. The 2017 net gain was primarily the result of the call of a $4.4 million held-to-maturity municipal bond within the regional banking segment. The 2016 net gain was largely driven by a $1.5 million net gain from the exchanges of approximately $736 million of AFS debt securities, partially offset by $.2 million of other-than-temporary impairment (“OTTI”) adjustments. The 2015 net gain was largely driven by a $1.8 million gain from an exchange of approximately $335 million of AFS debt securities, partially offset by $.7 million of OTTI adjustments.

Other Noninterest Income

Other income includes revenues from other service charges, ATM and interchange fees, revenue related to deferred compensation plans (which are mirrored by changes in noninterest expense), electronic banking fees, letter of credit fees, mortgage banking (primarily within the non-strategic and regional banking segments), insurance commissions, gains/(losses) on the extinguishment of debt, and various other fees.

Revenue from all other income and commissions was $44.9 million in 2017 compared to $64.2 million in 2016. The decrease in all other income and commissions was primarily driven by a $14.3 million loss from the repurchase of equity securities previously included in a financing transaction recognized in 2017, a $5.6 million decrease in mortgage banking income, and a $2.1 million decrease in gains on the sales of properties. The decline in mortgage banking income was due in large part to $4.4 million of recoveries recognized in 2016 associated with prior legacy mortgage servicing sales and a $1.5 million gain related to the reversal of a contingency accrual associated with prior sales of MSR, but was somewhat mitigated by a $1.7 million increase in new originations within the regional banking segment related to CRA initiatives. For 2017, all other income and commissions was favorably impacted by a $3.3 million increase in deferred compensation income, offsetting a portion of the overall decline in revenues from all other income and commissions. Deferred compensation income fluctuates with changes in the market value of the underlying investments and is mirrored by changes in deferred compensation expense which is included in personnel expense.

Revenue from all other income and commissions increased to $64.2 million in 2016 from $60.7 million in 2015. For 2016 all other income and commissions was favorably impacted by increases in mortgage banking and deferred compensation income, and higher fee income associated with derivative sales. These increases were somewhat offset by a $5.8 million gain recognized in 2015 on the extinguishment of junior subordinated notes underlying $200 million of trust preferred debt and a $1.3 million decrease in 2016 in gains on the sales of properties. The increase in mortgage banking income was driven by gains recognized in 2016 related to prior legacy mortgage servicing sales and the reversal of a contingency accrual associated with prior sales of MSR previously mentioned.

NONINTEREST EXPENSE

Total noninterest expense increased 11 percent, or $98.5 million, to $1.0 billion in 2017 from $925.2 million in 2016. The increase in expense was primarily driven by higher acquisition- and integration-related expense associated with the CBF and Coastal acquisitions. To a lesser extent, a smaller repurchase and foreclosure provision expense reversal related to the settlement of certain repurchase claims in 2017 relative to 2016, a net increase in loss accruals related to litigation and regulatory matters, and an increase in personnel expense also contributed to the expense increase in 2017. Legal fees decreased in 2017, favorably impacting expense relative to 2016.

In 2016, total noninterest expense decreased 12 percent, or $128.6 million, to $925.2 from $1.1 billion. The decrease in noninterest expense was driven by a reduction in accruals related to loss contingencies and litigation matters primarily within the non-strategic segment and, to a lesser extent, a mortgage repurchase and foreclosure provision expense reversal, somewhat offset by higher personnel expense relative to 2015. FHN’s noninterest expense for the last three years is provided in Table 5 - Noninterest Expense. The following discussion provides additional information about various line items reported in the following table.

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Table 5—Noninterest Expense

									Compound Annual Growth Rates
(Dollars in thousands)	2017			2016			2015		17/16		17/15
Noninterest expense:
Employee compensation, incentives and benefits	$	589,411		$	562,948		$	511,633	5	%	7	%
Occupancy	54,646			50,880			51,117		7	%	3	%
Computer software	48,234			45,122			44,724		7	%	4	%
Professional fees	47,929			19,169			18,922		NM		59	%
Operations services	43,823			41,852			39,261		5	%	6	%
Equipment rentals, depreciation and maintenance	29,543			27,385			30,864		8	%	(2	)%
FDIC premium expense	26,818			21,585			18,027		24	%	22	%
Advertising and public relations	19,214			21,612			19,187		(11	)%	*
Communications and courier	17,624			14,265			15,820		24	%	6	%
Contract employment and outsourcing	14,954			10,061			14,494		49	%	2	%
Legal fees	12,076			21,558			16,287		(44	)%	(14	)%
Amortization of intangible assets	8,728			5,198			5,253		68	%	29	%
Repurchase and foreclosure provision/(provision credit)	(22,527		)	(32,722		)	—		31	%	NM
All other expense:
Litigation and regulatory matters	40,517			30,469			187,607		33	%	(54	)%
Travel and entertainment	11,462			10,275			9,590		12	%	9	%
Other insurance and taxes	9,686			10,891			12,941		(11	)%	(13	)%
Customer relations	5,750			6,255			5,382		(8	)%	3	%
Employee training and dues	5,551			5,691			5,390		(2	)%	1	%
Supplies	4,106			4,434			3,827		(7	)%	4	%
Tax credit investments	3,468			3,349			4,582		4	%	(13	)%
Miscellaneous loan costs	2,751			2,586			2,656		6	%	2	%
OREO	1,006			773			2,104		30	%	(31	)%
Other (a)	48,891			41,568			34,123		18	%	20	%
Total all other expense	133,188			116,291			268,202		15	%	(30	)%
Total noninterest expense	$	1,023,661		$	925,204		$	1,053,791	11	%	(1	)%

NM-Not Meaningful

*Amount is less than one percent.

For more detailed information about acquisition- and integration-related expenses related to the CBF acquisition refer to Note 2 - Acquisitions and Divestitures.

(a) 2017 includes $8.8 million of charitable contributions to the First Tennessee Foundation. An additional contribution of 65,000 Visa Class B shares with a cost basis of $0 was also made in 2017.

Employee Compensation, Incentives, and Benefits

Employee compensation, incentives, and benefits (personnel expense), the largest component of noninterest expense, increased 5 percent, or $26.5 million, to $589.4 million in 2017 from $562.9 million in 2016. The increase in personnel expense was driven by several factors. Within the regional banking segment personnel expense increased due to strategic hires in expansion markets and specialty areas, higher incentive expense associated with loan/deposit growth, retention initiatives, and $19.1 million attributable to CBF activities ($10.7 million of which relates to a 27 percent increase in headcount for one month). In 2017, FHN recognized $9.9 million of special bonuses, $3.0 million related to higher deferred compensation expense, and a $2.6 million increase in pension fund expense which also contributed to the increase in personnel expense compared to 2016. Personnel expense within the fixed income segment decreased in 2017 largely driven by a decrease in variable compensation associated with lower fixed income sales revenue relative to 2016, offsetting a portion of the overall increase in personnel expense. Additionally, personnel expense was favorably impacted by $6.5 million of deferred compensation BOLI gains recognized in 2017.

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Personnel expense increased 10 percent, or $51.3 million, to $562.9 million in 2016 from $511.6 million in 2015. The increase in personnel expense in 2016 was driven in part by an increase in variable compensation associated with higher fixed income product sales revenue within FHN’s fixed income operating segment relative to 2015. Within the regional bank, expenses associated with strategic hires in expansion markets and specialty areas increased $9.6 million from 2015 to 2016. Additionally, higher incentive expense associated with loan growth and retention initiatives increased $4.5 million relative to 2015 and a year-over-year increase in headcount related to the TAB acquisition contributed $3.9 million to the increase in personnel expense within the regional bank in 2016. Personnel expense in 2015 was favorably impacted by an $8.3 million gain related to an amendment of certain employee benefit plans recognized in third quarter 2015, which also contributed to the increase in personnel-related expenses in 2016. Deferred compensation expense increased in 2016, relative to 2015, further contributing to the personnel expense increase in 2016. These increases were partially offset by a decline in pension expense relative to 2015 due to a change in the discount rates used in the calculation of pension and post retirement interest costs.

Occupancy

Occupancy expense increased to $54.6 million in 2017 from $50.9 in 2016, primarily driven by higher rental expense due to the CBF and Coastal acquisitions. Additionally, an increase in depreciation expense due to the completion of renovations to consolidated space made to the headquarters and other strategic locations during 2017 also increased occupancy relative to 2016.

In 2016, occupancy expense decreased to $50.9 million from $51.1 million in 2015. The decrease in occupancy expense was the result of a decline in sublease income related to the sale of a building in 2015, somewhat offset by $.9 million of lease abandonment expense related to efficiency initiatives and higher rent expense in 2016 associated with sale-leaseback transactions recognized in 2016.

Computer Software

Computer software expense was $48.2 million, $45.1 million, and $44.7 million in 2017, 2016, and 2015, respectively. The increase in computer software expense is the result of FHN’s focus on technology-related projects, as well as an increase in computer software expense as a result of one month of expense related to the inclusion of Capital Bank.

Professional Fees

Professional fees increased $28.8 million to $47.9 million in 2017 primarily driven by acquisition- and integration-related expenses primarily associated with the CBF and Coastal acquisitions. Professional fees were $19.2 million and $18.9 million in 2016 and 2015, respectively.

Operations Services

Operations services expense increased 5 percent, or $2.0 million to $43.8 million in 2017, primarily related to an increase in thirty party fees associated with the CBF and Coastal acquisitions. In 2016, expenses from operations services were $41.9 million compared to $39.3 million in 2015, primarily related to an increase in third party fees associated with FHN’s online digital banking platform.

FDIC Premium Expense

FDIC premium expense was $26.8 million in 2017, compared to $21.6 million and $18.0 million in 2016 and 2015, respectively. The increase in FDIC premium expense was due in large part to balance sheet growth, both organically and with the CBF and Coastal acquisitions for 2017. Additionally, the net loss recognized in fourth quarter 2017 also contributed to the increase in FDIC premium expense.

Advertising and Public Relations

Expenses associated with advertising and public relations decreased to $19.2 million in 2017 compared in $21.6 million and $19.2 million in 2016 and 2015, respectively. In 2016, FHN recognized higher advertising and public relations expense due in large part to a promotional branding campaign and higher expenses associated with CRA initiatives.

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Contract Employment and Outsourcing

Expenses associated with contract employment and outsourcing increased 49 percent, or $4.9 million, to $15.0 million in 2017, primarily driven by acquisition- and integration-related projects primarily associated with the CBF acquisition and an increase in technology-related projects as compared to 2016. Expenses associated with contract employment and outsourcing decreased 31 percent, or $4.4 million, to $10.1 million in 2016. The decrease was attributable to a lower number of technology-related projects in 2016 relative to 2015 coupled with the completion of a large operations efficiency project in 2015.

Legal Fees

Legal fees were $12.1 million, $21.6 million, and $16.3 million in 2017, 2016, and 2015, respectively. Legal fees fluctuate primarily based on the status, timing, type, and composition of cases or other projects.

Amortization of Intangibles

Amortization expense was $8.7 million in 2017, up from $5.2 million in 2016 and $5.3 million in 2015. The increase was due to amortization expense as a result of the CBF and Coastal acquisitions.

Repurchase and Foreclosure Provision

During 2017 and 2016, FHN recognized a $22.5 million and a $32.7 million pre-tax expense reversal of mortgage repurchase and foreclosure provision primarily as a result of the settlement/recoveries of certain repurchase claims. The mortgage repurchase and foreclosure provision expense was $0 in 2015.

Other Noninterest Expense

Other expense includes losses from litigation and regulatory matters, travel and entertainment expense, other insurance and tax expense, customer relations expense, costs associated with employee training and dues, supplies, tax credit investments expenses, miscellaneous loan costs, expenses associated with OREO, and various other expenses.

All other expense increased 15 percent, or $16.9 million, to $133.2 million in 2017 from $116.3 million in 2016. The increase was primarily driven by a $10.0 million increase in pre-tax loss accruals related to legal matters and $8.8 million of charitable contributions to the First Tennessee Foundation. Additionally, FHN recognized $9.0 million in acquisition-and integration-related costs in 2017 and a $2.0 million vendor payment adjustment which also contributed to the expense increase in 2017. Offsetting a portion of the expense increase, FHN experienced a $2.0 million decrease in negative valuation adjustments associated with derivatives related to prior sales of Visa Class B shares, as well as a $1.2 million decrease in other insurance and taxes driven by favorable adjustments to franchise taxes related to community reinvestment efforts.

All other expense decreased 57 percent to $116.3 million in 2016 from $268.2 million in 2015. The decrease in expense between 2016 and 2015 was primarily driven by a $157.1 million net decline in accruals related to loss contingencies and legal matters, from $187.6 million in 2015 to $30.5 million in 2016. The decrease in accruals related to loss contingencies and legal matters was largely associated with the 2015 DOJ/HUD settlement of potential claims related to FHN’s underwriting and origination of FHA-insured mortgage loans within the non-strategic segment. To a much smaller extent, a decline in other insurance and taxes in 2016 associated with favorable adjustments to franchise taxes related to community reinvestment efforts, and a $1.2 million decrease in tax credit investments due in large part to a $2.8 million impairment recognized in 2015 also contributed to the 2016 expense decline. FHN recognized a $3.9 million net increase in fixed asset impairments and lease abandonment charges related to branch closures in 2016 relative to 2015, offsetting a portion of the expense decline. Additionally, a $1.9 million net increase in negative valuation adjustments associated with derivatives related to prior sales of Visa Class B shares resulted in higher expenses in 2016.

INCOME TAXES

FHN recorded an income tax provision of $131.9 million in 2017, compared to $106.8 million in 2016 and $10.9 million in 2015. FHN’s effective tax rates for 2017, 2016, 2015 were approximately 42.7 percent, 30.9 percent and 10.1 percent, respectively. The increase in the effective tax rates in 2017 compared to 2016 and 2015 was primarily driven by $82 million of tax expense related to the effects of federal tax reform, this was partially offset by the reversal of a capital loss valuation

19

allowance which lowered taxes by $40.4 million. The reversal of the capital loss valuation allowance was attributable to the utilization of the carryforward against capital gains realized in 2017.

On December 22, 2017, the Tax Cuts and Jobs Act “Tax Act” was signed into law. The Tax Act reduces the federal statutory tax rate from 35 percent to 21 percent. Although the rate reduction was not effective until January 1, 2018, ASC Topic 740 requires an adjustment in 2017 of deferred tax balances to reflect the new effective tax rate.

The $82 million increase in tax expense related to the Tax Act is primarily based on the decrease in FHN's net deferred tax balance resulting from a decrease in the federal tax rate. This amount will be adjusted during the measurement period related to the CBF acquisition and as deferred tax items are finalized for the 2017 return.

Although the initial effect of the Tax Act resulted in a tax increase during 2017, the changes under the Tax Act will favorably impact First Horizon's financial results and operations in future years due to the reduced federal statutory rate.

The company’s effective tax rate is favorably affected by recurring items such as bank-owned life insurance, tax-exempt income, and credits and other tax benefits from affordable housing investments. The company’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 the deferred tax asset valuation allowance and changes in unrecognized tax benefits.

A deferred tax asset (“DTA”) or deferred tax liability (“DTL”) 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 enacted statutory tax rates, applicable to future years, to these temporary differences. As of December 31, 2017, FHN’s net DTA was $221.8 million compared with $199.6 million at December 31, 2016 and $259.3 million at December 31, 2015. FHN’s gross DTA (net of a valuation allowance) and gross DTL were $353.2 million and $131.4 million, respectively. FHN’s net DTA increased by $137.7 million on November 30, 2017 upon the merger of CBF into FHN. The $82 million adjustment related to the Tax Act, discussed above, includes tax expense related to a decrease in the acquired net DTA from CBF by approximately $48 million due to the adjustment of the DTA to the lower federal tax rate.

As of December 31, 2017, FHN had deferred tax asset balances related to federal and state income tax carryforwards of $126.8 million and $19.8 million, which will expire at various dates.

As of December 31, 2017, FHN had fully utilized all federal capital loss carryovers. As of December 31, 2016, FHN had a valuation allowance of $40.4 million against its federal capital loss carryforwards.

FHN’s gross DTA after valuation allowance was $353.2 million and $297.0 million as of December 31, 2017 and 2016, respectively. Based on current analysis, FHN believes that its ability to realize the remaining 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.

FHN and its eligible subsidiaries are included in a consolidated federal income tax return. FHN files separate returns for subsidiaries that are not eligible to be included in a consolidated federal income tax return. Based on the laws of the applicable states where it conducts business operations, FHN either files consolidated, combined, or separate returns. The federal tax returns for Capital Bank Financial Corporation for 2010 - 2012 are under examination by the IRS. With few exceptions, FHN returns are no longer subject to federal or state and local tax examinations by tax authorities for years before 2013. FHN is currently under federal examination for 2013-2015 and is also under examination in several states.

See also Note 15 - Income Taxes for additional information.

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STATEMENT OF CONDITION REVIEW - 2017 COMPARED TO 2016

Total period-end assets were $41.4 billion on December 31, 2017, up 45 percent from $28.6 billion on December 31, 2016. Average assets increased to $29.9 billion in 2017 from $27.4 billion in 2016.The increase in average assets compared to 2016 is primarily attributable to net increases in the loan portfolios, loans held-for-sale (“HFS”), and interest bearing cash, as well as, goodwill and other intangible assets added during 2017 as a result of the CBF and Coastal acquisitions. On a period-end basis, the increase was primarily due to the CBF acquisition which resulted in net increases in the loan portfolios, a larger investment securities portfolio, and increases to goodwill and other intangible assets. Increases in loans HFS and fixed income inventory also contributed to the increase in period-end assets on December 31, 2017, as did nearly all line items on the balance sheet due to the acquisition of CBF.

Total period-end liabilities were $36.8 billion on December 31, 2017, a 43 percent increase from $25.9 billion on December 31, 2016. Average liabilities increased to $27.0 billion in 2017, from $24.7 billion in 2016. The increase in period end and average liabilities was primarily the result of the CBF and Coastal acquisitions. The increase in average liabilities was due to an increase in deposits, and to a lesser extent an increase in other short-term borrowings. Lower average balances of federal funds purchased and trading liabilities during 2017 compared to the prior year offset a portion of the overall increase in liabilities. Higher deposit balances and an increase in other short-term borrowings (primarily FHLB borrowings) at December 31, 2017 were the primary drivers of the increase in liabilities on a period-end basis.

EARNING ASSETS

Earning assets consist of loans, investment securities, other earning assets such as trading securities, interest-bearing cash, and loans HFS. Average earning assets increased to $27.5 billion in 2017 from $25.2 billion in 2016. A more detailed discussion of the major line items follows.

21

Loans

Period-end loans increased 41 percent to $27.7 billion as ofDecember 31, 2017from $19.6 billion onDecember 31, 2016. Average loans for 2017 were $20.1 billion compared to $18.3 billion for 2016. The increase in average loan balances was primarily due to organic growth in several of the commercial loan portfolios within FHN's regional banking segment excluding the CBF merger, coupled with commercial and consumer loans added through the CBF acquisition in fourth quarter 2017. Continued run-off of consumer loans portfolios within the non-strategic segment negatively impacted loan balances on an average basis in 2017, somewhat offsetting a portion of the overall increase in average loan balances. Additionally, lower average balances of loans to mortgage companies also offset a portion of the increase in average loans. The increase in period-end loans was primarily the result of the addition of $7.3 billion in loans from the CBF acquisition and organic growth within FHN's ex-CBF regional banking segment, somewhat offset by run-off within the non-strategic portfolios.

Table 6—Average Loans

(Dollars in thousands)	2017		Percent of total		2017 Growth Rate		2016		Percent of total		2016 Growth Rate		2015		Percent of total		2015 Growth Rate
Commercial:
Commercial, financial, and industrial	$	12,367,420	61	%	13	%	$	10,932,679	60	%	15	%	$	9,477,376	57	%	16	%
Commercial real estate	2,365,763		12		22		1,938,939		11		36		1,425,813		9		17
Total commercial	14,733,183		73		14		12,871,618		71		18		10,903,189		66		16
Consumer:
Consumer real estate (a)	4,588,833		23		(1	)	4,635,213		25		(5	)	4,879,083		29		(6	)
Permanent mortgage	407,552		2		(7	)	437,524		2		(11	)	489,190		3		(18	)
Credit card, OTC and other	374,474		2		4		359,515		2		2		352,977		2		1
Total consumer	5,370,859		27		(1	)	5,432,252		29		(5	)	5,721,250		34		(7	)
Total loans, net of unearned income	$	20,104,042	100	%	10	%	$	18,303,870	100	%	10	%	$	16,624,439	100	%	7	%

(a) 2017, 2016, and 2015 include $29.3 million, $43.4 million, and $65.6 million of restricted and secured real estate loans, respectively.

C&I loans are the largest component of the commercial portfolio, comprising 84 percent of average commercial loans in both 2017 and 2016. Average C&I loans increased 13 percent, or $1.4 billion, from 2016 due to net loan growth within several of the regional bank’s portfolios including franchise finance, commercial, and international, somewhat offset by lower balances of loans to mortgage companies. Average commercial real estate loans increased 22 percent to $2.4 billion in 2017 because of growth in expansion markets and increased funding under existing commitments. In addition, the fourth quarter 2017 CBF acquisition also contributed to the increase.

Average consumer loans declined 1 percent from a year ago to $5.4 billion in 2017. The consumer real estate portfolio (home equity lines and installment loans) declined $46.4 million to $4.6 billion, as the continued wind-down of portfolios within the non-strategic segment outpaced a $353.9 million increase in real estate installment loans within the regional banking segment primarily from new originations combined with the impact of the CBF acquisition. The permanent mortgage portfolio declined $30.0 million to $407.6 million in 2017 driven by run-off of legacy assets within the non-strategic segment offset by some growth in mortgage loans within regional banking, primarily related to FHN’s CRA initiatives. Credit Card and Other increased $15.0 million to $374.4 million.

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The following table provides a detail of contractual maturities of commercial loans on December 31, 2017.

Table 7—Contractual Maturities of Commercial Loans on December 31, 2017

(Period-end) (Dollars in thousands)		Within 1 Year		After 1 Year Within 5 Years		After 5 Years		Total
Commercial, financial, and industrial		$	3,822,516	$	7,987,389	$	4,247,368	$	16,057,273
Commercial real estate		972,077		2,517,059		725,559		4,214,695
Total commercial loans		$	4,794,593	$	10,504,448	$	4,972,927	$	20,271,968
For maturities over one year:
	Interest rates - floating			$	7,452,550	$	3,748,117	$	11,200,667
	Interest rates - fixed			3,051,898		1,224,810		4,276,708
Total maturities over one year				$	10,504,448	$	4,972,927	$	15,477,375

Because of various factors, the contractual maturities of consumer loans are not indicative of the actual lives of such loans. A significant component of FHN’s loan portfolio consists of consumer real estate loans - a majority of which are home equity lines of credit and home equity installment loans. Typical home equity lines originated by FHN are variable rate 5/15, 10/10, or 10/20 lines. In a 5/15 line, a borrower may draw on the loan for 5 years and pay interest only during that period (“the draw period”), and for the next 15 years the customer pays principal and interest and may no longer draw on that line. A 10/10 loan has a 10 year draw period followed by a 10-year principal-and-interest repayment period, and a 10/20 loan has a 10 year draw period followed by a 20-year principal-and-interest repayment period. Therefore, the contractual maturity for 5/15 and 10/10 home equity lines is 20 years and the contractual maturity for 10/20 home equity lines is 30 years. Numerous factors can contribute to the actual life of a home equity line or installment loan. In normalized market conditions, the average life of home equity line and installment loan portfolios is significantly less than the contractual period as indicated by historical trends. More recent indicators suggest that the average life of these portfolios could be longer when compared to that observed in normalized market conditions. This could be attributed to the reduced availability of new credit in the marketplace, weak performance of the housing market for much of the past ten years, and a historically low interest rate environment which is likely to have slowed prepayment rates. However, the actual average life of home equity lines and loans is difficult to predict and changes in any of these factors could result in changes in projections of average lives.

Investment Securities

FHN’s investment portfolio consists principally of debt securities including government agency issued mortgage-backed securities (“MBS”) and government agency issued collateralized mortgage obligations (“CMO”), substantially all of which are classified as AFS. FHN utilizes the securities portfolio as a source of income, liquidity and collateral for repurchase agreements, for public funds, and as a tool for managing risk of interest rate movements. Table 8 - Contractual Maturities of Investment Securities on December 31, 2017 (Amortized Cost) shows information pertaining to the composition, yields, and contractual maturities of the investment portfolio. Investment securities increased to $5.2 billion on December 31, 2017 from $4.0 billion on December 31, 2016 primarily due to the acquisition of CBF. Average investment securities were $4.0 billion in 2017 and 2016, representing 15 percent and 16 percent of average earning assets in 2017 and 2016, respectively. FHN manages the size and mix of the investment portfolio to assist in asset liability management, provide liquidity, and optimize risk adjusted returns.

Government agency issued MBS, CMO, and other agencies averaged $3.8 billion in 2017 and 2016. U.S. treasury securities and corporate and municipal bonds averaged $16.2 million in 2017 compared to $15.2 million in 2016. Investments in equity securities averaged $190.3 million in 2016 compared with $186.4 million in 2016. A majority of the equity security balances include restricted investments in the Federal Home Loan Bank (“FHLB”) and Federal Reserve Bank (“FRB”) which averaged $151.4 million and $156.0 million in 2017 and 2016, respectively. On December 31, 2017, AFS investment securities had $35.7 million of net unrealized losses compared to $27.9 million of net unrealized losses on December 31, 2016. See Note 3 - Investment Securities for additional detail.

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Table 8—Contractual Maturities of Investment Securities on December 31, 2017 (Amortized Cost)

					After 1 year				After 5 years
	Within 1 year				Within 5 years				Within 10 years				After 10 years
(Period-end)(Dollars in thousands)	Amount		Yield		Amount		Yield		Amount		Yield		Amount		Yield
Securities available-for-sale:
Government agency issued MBS and CMO (a)	$	20,038	1.84	%	$	109,181	2.17	%	$	266,588	3.11	%	$	4,487,073	2.53	%
U.S. treasuries	—		—		100		1.51		—		—		—		—
Corporates and other debt	—		—		55,799		4.26		—		—		—		—
Other (b)	—		—		—		—		—		—		265,863		3.4
Total securities available-for-sale	$	20,038	1.84	%	$	165,080	2.88	%	$	266,588	3.11	%	$	4,752,936	2.58	%
Securities held-to-maturity:
State and municipalities	$	—	—	%	$	—	—	%	$	—	—	%	$	—	—	%
Corporate bonds	—		—		—		—		10,000		5.25		—		—
Total securities held-to-maturity	$	—	—	%	$	—	—	%	$	10,000	5.25	%	$	—	—	%

(a) Represents government agency-issued mortgage-backed securities and collateralized mortgage obligations which, when adjusted

for early pay downs, have an estimated average life of 5.1 years.

(b) The amount classified as maturing after 10 years represents equity securities with no stated maturity.

Loans Held-for-Sale

Loans HFS consists of small business, other consumer loans, the mortgage warehouse, USDA, student, and home equity loans. OnDecember 31, 2017loans HFS were $699.4 million compared to $111.2 million on December 31, 2016. The average balance of loans HFS increased to $370.6 million from $124.3 million in 2016. The increase in period-end and average loans HFS was primarily driven by the Coastal acquisition in second quarter 2017, which resulted in an increase in small business loans and the addition of USDA loans, as well as the addition of other consumer loans acquired as part of the CBF acquisition in fourth quarter 2017.

Other Earning Assets

Other earning assets include trading securities, securities purchased under agreements to resell ("asset repos"), federal funds sold (“FFS”), and interest-bearing deposits with the Fed and other financial institutions. Other earning assets averaged $3.0 billion in 2017, up from $2.7 billion in 2016. The increase in other earning assets was primarily driven by higher levels of interest-bearing cash primarily driven by higher average balances of customer deposits. A decrease in average asset repos and fixed income trading securities in 2017 compared with 2016 offset a portion of the overall increase in other earning assets. Asset repos are used in fixed income trading activity and generally fluctuate with the level of fixed income trading liabilities (short-positions) as securities collateral from asset repo transactions are used to fulfill trades. Fixed income's trading inventory fluctuates daily based on customer demand. Other earning assets were $3.4 billion and $2.6 billion on December 31, 2017 and 2016, respectively. The increase in other earning assets on a period-end basis was primarily driven by an increase in fixed income trading securities, as well as increases in interest-bearing cash and asset repos.

Non-earning assets

Period-end non-earning assets increased to $4.5 billion on December 31, 2017 from $2.3 billion on December 31, 2016. The increase in non-earning assets was primarily due to increases in goodwill, premises and equipment, and intangible assets associated with the CBF and Coastal acquisitions. Other assets also increased from December 31, 2016 to December 31, 2017 largely driven by increases in deferred tax assets associated with the CBF acquisition, and BOLI assets acquired in the CBF acquisition.

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Deposits

Average deposits were $23.1 billion during 2017, up 10 percent from $20.9 billion during 2016. As noted in the table below, the composition of deposits remained consistent in 2017 with interest-bearing deposits comprising 72 percent of total deposits. As a percentage of total deposits, market-indexed deposits decreased 1 percent and commercial interest deposits increased 1 percent compared with 2016. Period-end deposits were $30.6 billion on December 31, 2017, up 35 percent from $22.7 billion on December 31, 2016. The increase in period-end and average deposits was due primarily to the addition of $8.1 billion of deposits associated with the CBF acquisition; however, due to the late-year timing of the acquisition, the impact was much less on an average basis.

Table 9—Average Deposits

(Dollars in thousands)	2017		Percent  of Total		2017 Growth Rate		2016		Percent of Total		2016 Growth Rate		2015		Percent of Total		2015 Growth Rate
Interest-bearing deposits:
Consumer interest	$	9,467,518	41	%	11	%	$	8,537,255	41	%	5	%	$	8,140,316	43	%	7	%
Commercial interest	3,187,034		14		13		2,812,222		13		3		2,717,454		14		(2	)
Market-indexed (a)	3,986,095		17		5		3,788,420		18		48		2,567,213		14		90
Total interest-bearing deposits	16,640,647		72		10		15,137,897		72		13		13,424,983		72		14
Noninterest-bearing deposits	6,431,489		28		12		5,760,873		28		8		5,328,762		28		14
Total deposits	$	23,072,136	100	%	10	%	$	20,898,770	100	%	11	%	$	18,753,745	100	%	14	%

(a) 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.

Short-Term Borrowing

Short-term borrowings (federal funds purchased (“FFP”), securities sold under agreements to repurchase, trading liabilities, and other short-term borrowings) averaged $2.3 billion in 2017 and $2.0 billion in 2016. As noted in the table below other short-term borrowings and securities sold under agreements to repurchase increased during 2017, while trading liabilities and FFP decreased during 2017 compared to the prior year. Other 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. Securities sold under agreements to repurchase increased primarily as a result of the Coastal and CBF acquisitions. Average FFP fluctuates depending on the amount of excess funding of FHN’s correspondent bank customers and average trading liabilities fluctuates based on expectations of customer demand. Period-end short-term borrowings were $4.3 billion on December 31, 2017 and $1.5 billion in 2016. The increase in period-end short-term borrowings was primarily due to an increase in FHLB borrowings. See Note 9 - Short-Term Borrowings for additional information.

Table 10—Average Short-Term Borrowings

(Dollars in thousands)	2017		Percent  of Total		2017 Growth Rate		2016		Percent of Total		2016 Growth Rate		2015		Percent of Total		2015 Growth Rate
Short-term borrowings
Federal funds purchased	$	447,137	20	%	(24	)%	$	589,223	30	%	(16	)%	$	705,054	36	%	(36	)%
Securities sold under agreements to repurchase	578,666		26		36		425,452		21		15		370,097		19		(17	)
Trading liabilities	685,891		30		(11	)	771,039		39		5		733,189		37		16
Other short-term borrowings	554,502		24		NM		198,440		10		20		164,951		8		(69	)
Total short-term borrowings	2,266,196		100	%	14	%	$	1,984,154	100	%	1	%	$	1,973,291	100	%	(27	)%
NM - Not meaningful

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Term Borrowings

Term borrowings include senior and subordinated borrowings with original maturities greater than one year. Term borrowings were $1.2 billion on December 31, 2017 compared to $1.0 billion on December 31, 2016, primarily due to the addition of junior subordinated debentures underlying $206 million of trust preferred debt acquired in association with the CBF acquisition. Average term borrowings were $1.1 billion in 2017 and 2016. See Note 10 - Term Borrowings for additional information.

Other Liabilities

Period-end other liabilities increased to $.7 billion on December 31, 2017 from $.6 billion on December 31, 2016.

CAPITAL - 2017 COMPARED TO 2016

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. Period-end equity increased to $4.6 billion on December 31, 2017 from $2.7 billion on December 31, 2016 due in large part to $1.8 billion of equity issued in connection with the CBF acquisition on November 30, 2017. Average equity increased to $3.0 billion in 2017 from $2.7 billion in 2016. The increase in average equity was due to net income recognized since 2016, partially offset by common and preferred dividends paid, and the average impact of the equity issued in association with the CBF acquisition previously mentioned. Average equity was negatively impacted by a decline in accumulated other comprehensive income in 2017, offsetting a portion of the increase in average equity. The decline in average accumulated other comprehensive income was largely the result of unrealized losses recognized on the AFS securities portfolio, as well as an increase of net actuarial losses for pension and post retirement plans and results of cash flow hedges.

As previously mentioned, effective February 14, 2018 FHN elected early adoption of ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” which resulted in a reclassification of $57.5 million out of period-end AOCI into retained earnings. This reclassification is reflected in FHN's and FTBNA's regulatory capital balances and ratios as of December 31, 2017.

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

Table 11—Regulatory Capital and Ratios

(Dollars in thousands)	December 31, 2017			December 31, 2016
Shareholders’ equity	$	4,285,057		$	2,409,653
FHN non-cumulative perpetual preferred	(95,624		)	(95,624		)
Common equity	$	4,189,433		$	2,314,029
Regulatory adjustments:
Disallowed goodwill and other intangibles	(1,480,725		)	(165,292		)
Net unrealized (gains)/losses on securities available-for-sale	26,834			17,232
Net unrealized (gains)/losses on pension and other postretirement plans	288,227			229,157
Net unrealized (gains)/losses on cash flow hedges	7,764			1,265
Disallowed deferred tax assets	(69,065		)	(18,027		)
Other deductions from common equity tier 1	(313		)	(377		)
Common equity tier 1	$	2,962,155		$	2,377,987
FHN non-cumulative perpetual preferred	95,624			95,624
Qualifying noncontrolling interest—FTBNA preferred stock	257,080			256,811
Other deductions from tier 1	(33,381		)	(58,551		)
Tier 1 capital	$	3,281,478		$	2,671,871
Tier 2 capital	422,276			254,139
Total regulatory capital	$	3,703,754		$	2,926,010
Risk-Weighted Assets
First Horizon National Corporation	$	33,373,877		$	23,914,158
First Tennessee Bank National Association	32,786,547			23,447,251
Average Assets for Leverage
First Horizon National Corporation	31,824,751			28,581,251
First Tennessee Bank National Association	31,016,187			27,710,158

	December 31, 2017				December 31, 2016
	Ratio		Amount		Ratio		Amount
Common Equity Tier 1
First Horizon National Corporation	8.88	%	$	2,962,155	9.94	%	$	2,377,987
First Tennessee Bank National Association	9.28		3,041,420		9.80		2,298,080
Tier 1
First Horizon National Corporation	9.83		3,281,478		11.17		2,671,871
First Tennessee Bank National Association	10.12		3,317,684		10.83		2,538,382
Total
First Horizon National Corporation	11.10		3,703,754		12.24		2,926,010
First Tennessee Bank National Association	10.74		3,520,670		11.78		2,762,271
Tier 1 Leverage
First Horizon National Corporation	10.31		3,281,478		9.35		2,671,871
First Tennessee Bank National Association	10.70		3,317,684		9.16		2,538,382
Other Capital Ratios
Total period-end equity to tangible assets	11.06				9.47
Tangible common equity to tangible assets (a)	6.57				7.42
Adjusted tangible common equity to risk weighted assets (a)	7.91				8.86

(a) 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 33.

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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 6.5 percent, 8 percent, 10 percent, and 5 percent, respectively. As ofDecember 31, 2017, each of FHN and FTBNA had sufficient capital to qualify as a well-capitalized institution. For both FHN and FTBNA, regulatory capital ratios declined in 2017 relative to 2016 primarily due to the impact of increased disallowed intangible assets related to the CBF and Coastal acquisitions and increased risk-weighted assets primarily as a result of the increase in period end loans from the CBF acquisition. During 2018, capital ratios are expected to remain above well-capitalized standards.

In March 2014, the OCC, Federal Reserve, and FDIC issued final supervisory guidance for stress tests pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Reform Act”). Under these requirements, bank holding companies with $10 billion to $50 billion in assets must conduct an annual stress test to determine whether capital is likely to be adequate to absorb losses under hypothetical economic scenarios provided by the regulators.

In July 2017, FHN submitted results of its annual Dodd-Frank Act Stress Test, commonly known as DFAST, to the OCC and the Federal Reserve. A summary of the results was posted in October 2017 to FHN’s investor relations website. (Neither FHN’s stress test posting, nor any other material found on FHN’s website generally, is part of this report or incorporated herein.)

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Common Stock Purchase Programs

Pursuant to board authority, FHN may repurchase shares of its common stock from time to time and will evaluate the level of capital and take action designed to generate or use capital, as appropriate, for the interests of the shareholders, subject to legal and regulatory restrictions. Two common stock purchase programs currently authorized are discussed below. FHN’s board has not authorized a preferred stock purchase program.

Table 12—Issuer Purchases of Common Stock

General Program. On January 22, 2014, FHN announced a $100 million share purchase authority with an expiration date of January 31, 2016. On July 21, 2015, FHN announced a $100 million increase in that authority along with an extension of the expiration date to January 31, 2017, and on April 26, 2016, FHN announced a $150 million increase and further extension to January 31, 2018. As of December 31, 2017, the program authorized total purchases of up to $350 million and expired on January 31, 2018. As of December 31, 2017, $160.3 million in purchases had been made under this authority at an average price per share of $12.86, $12.84 excluding commissions. During 2017, FHN did not repurchase any common shares under the program. In 2016 FHN repurchased $93.5 million of common shares under the program.

In January 2018, FHN's board of directors approved a new $250 million common share purchase program that will expire on January 31, 2020. The new program is not tied to any compensation plan, and replaces the general share purchase program previously mentioned, which was terminated by the board. Purchases may be made in the open market or through privately negotiated transactions and are subject to market conditions, accumulation of excess equity, prudent capital management, and legal and regulatory restrictions.

General Repurchase Authority:

(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 approximate dollar value that may yet be purchased under the programs
2017
October 1 to October 31	—	N/A	—	$	189,690
November 1 to November 30	—	N/A	—	$	189,690
December 1 to December 31	—	N/A	—	$	189,690	(a)
Total	—	N/A	—

N/A—Not applicable

(a) On December 31, 2017 the maximum dollar value of shares that may be purchased under the program was $189.7 million. In January 2018, the current plan was terminated and FHN's board of directors approved a new $250.0 million common share repurchase program.

Compensation Plan Program. A consolidated compensation plan share purchase program was announced on August 6, 2004. This program consolidated into a single share purchase program all of the previously authorized compensation plan share programs as well as the renewal of the authorization to purchase shares for use in connection with two compensation plans for which the share purchase authority had expired. The total amount authorized under this consolidated compensation plan share purchase program, inclusive of a program amendment on April 24, 2006, is 29.6 million shares calculated before adjusting for stock dividends distributed through January 1, 2011. The authorization has been reduced for that portion which relates to compensation plans for which no options remain outstanding. The shares may be purchased over the option exercise period of the various compensation plans on or before December 31, 2023. On December 31, 2017, the maximum number of shares that may be purchased under the program was 25.4 million shares. Purchases may be made in the open market or through privately negotiated transactions and are subject to market conditions, accumulation of excess equity, prudent capital management, and legal and regulatory restrictions. Management currently does not anticipate purchasing a material number of shares under this authority during 2018.

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Compensation Plan-Related Repurchase Authority:

(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
2017
October 1 to October 31	12	$	19.02	12	25,446
November 1 to November 30	1	$	18.63	1	25,446
December 1 to December 31	1	$	20.09	1	25,444
Total	14	$	19.10	14

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ASSET QUALITY - TREND ANALYSIS OF 2017 COMPARED TO 2016

Loan 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 are composed of commercial, financial, and industrial (“C&I”) and commercial real estate (“CRE”). Consumer loans are composed of consumer real estate; permanent mortgage; and credit card and other. FHN has a concentration of residential real estate loans (24 percent of total loans), the majority of which is in the consumer real estate portfolio (23 percent of total loans). Industry concentrations are discussed under the heading C&I below.

Acquired Loans

On November 30, 2017, FHN completed its acquisition of CBF. The acquisition included $7.6 billion in unpaid principal balance of loans with an estimated fair value of $7.4 billion. Acquired loans were initially recorded at fair value which was estimated by discounting expected cash flows at the acquisition date. The expected cash flows include all contractually expected amounts and incorporate an estimate for future expected credit losses, pre-payment assumptions and yield requirement for a market participant, among other things. Because an expectation of credit losses is embedded in the fair value estimate, there is no carryover of allowance for loan losses. See Note 4 - Loans for additional information regarding the acquisition.

Certain loans acquired were designated as purchased credit-impaired (“PCI”) loans. PCI loans are loans that have exhibited deterioration of credit quality between origination and the time of acquisition and for which the timely collection of the interest and principal is no longer reasonably assured. FHN considered several factors when determining whether a loan met the definition of a PCI loan at the time of acquisition including accrual status, loan grade, delinquency trends, pre-acquisition charge-offs, as well as both originated versus refreshed credit scores and ratios when available.

On December 31, 2017, the unpaid principal balance and the carrying value of PCI loans (inclusive of the CBF acquisition and prior franchise finance loan purchase and two previous bank acquisitions) were $199.7 million and $176.4 million, respectively.

Underwriting Policies and Procedures

The following sections describe each portfolio as well as general underwriting procedures for each. As economic and real estate conditions develop, enhancements to underwriting and credit policies and procedures may be necessary or desirable. Loan policies and procedures for all portfolios are reviewed by credit risk working groups and management risk committees comprised of business line managers and credit administration professionals as well as by various other reviewing bodies within FHN. Policies and procedures are approved by key executive and/or senior managers leading the applicable credit risk working groups as well as by management risk committees. The credit risk working groups and management risk committees strive to ensure that the approved policies and procedures address the associated risks and establish reasonable underwriting criteria that appropriately mitigate risk.  Policies and procedures are reviewed, revised and re-issued periodically at established review dates or earlier if changes in the economic environment, portfolio performance, the size of portfolio or industry concentrations, or regulatory guidance warrant an earlier review. In 2017, we expanded our borrower limits in association with the expansion of our overall portfolio through the acquisition of CBF.  Additionally, we also revised our Portfolio Concentration, Country Exposure, and Automated Clearing House limits to more appropriately align with our overall risk appetite and to provide more granularity into some of our portfolio sub segments. These changes were approved by management risk committees and the Executive and Risk Committee of the Board in order to enhance and support loan growth while also minimizing incremental credit risk.

COMMERCIAL LOAN PORTFOLIOS

FHN’s commercial loan approval process grants lending authority based upon job description, experience, and performance. The lending authority is delegated to the business line (Market Managers, Departmental Managers, Regional Presidents, Relationship Managers (“RM”) and Portfolio Managers (“PM”)) and to Credit Risk Managers. While individual limits vary, the predominant amount of approval authority is vested with the Credit Risk Management function. Portfolio, industry, and borrower concentration limits for the various portfolios are established by executive management and approved by the Executive and Risk Committee of the Board.

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FHN’s commercial lending process incorporates a RM and PM for most commercial credits. The PM is responsible for assessing the credit quality of the borrower, beginning with the initial underwriting and continuing through the servicing period, while the RM is primarily responsible for communications with the customer and maintaining the relationship. Other specialists and the assigned RM/PM are organized into units called deal teams. Deal teams are constructed with specific job attributes that facilitate FHN’s ability to identify, mitigate, document, and manage ongoing risk. PMs and credit analysts provide enhanced analytical support during loan origination and servicing, including monitoring of the financial condition of the borrower and tracking compliance with loan agreements. Loan closing officers and the construction loan management unit specialize in loan documentation and the management of the construction lending process. FHN strives to identify problem assets early through comprehensive policies and guidelines, targeted portfolio reviews, and an emphasis on frequent grading. For smaller commercial credits, generally $3 million or less, FHN utilizes a centralized underwriting unit in order to originate and grade small business loans more efficiently and consistently.

FHN may utilize availability of guarantors/sponsors to support commercial lending decisions during the credit underwriting process and when determining the assignment of internal loan grades. Reliance on the guaranty as a viable secondary source of repayment is a function of an analysis proving capability to pay, factoring in, among other things, liquidity and direct/indirect cash flows. FHN also considers the volume and amount of guaranties provided for all global indebtedness and the likelihood of realization. FHN presumes a guarantor’s willingness to perform until there is any current or prior indication or future expectation that the guarantor may not willingly and voluntarily perform under the terms of the guaranty. In FHN’s risk grading approach, it is deemed that financial support becomes necessary generally at a point when the loan would otherwise be graded substandard, reflecting a well-defined weakness. At that point, provided willingness and capacity to support are appropriately demonstrated, a strong, legally enforceable guaranty can mitigate the risk of default or loss, justify a less severe rating, and consequently reduce the level of allowance or charge-off that might otherwise be deemed appropriate.

C&I

The C&I portfolio was $16.1 billion onDecember 31, 2017, and is comprised of loans used for general business purposes. Typical products include working capital lines of credit, term loan financing of owner-occupied real estate and fixed assets, and trade credit enhancement through letters of credit. The largest geographical concentrations of balances as of December 31, 2017, are in Tennessee (36 percent), North Carolina (13 percent), Florida (6 percent), California (6 percent), Texas (5 percent), Georgia (4 percent), and South Carolina (4 percent), with no other state representing more than 3 percent of the portfolio.

C&I loans are underwritten in accordance with a well-defined credit origination process. This process includes applying minimum underwriting standards as well as separation of origination and credit approval roles on transaction sizes over PM authorization limits. Underwriting typically includes due diligence of the borrower and the applicable industry of the borrower, analysis of the borrower’s available financial information, identification and analysis of the various sources of repayment and identification of the primary risk attributes. Stress testing the borrower’s financial capacity, adherence to loan documentation requirements, and assigning credit risk grades using internally developed scorecards are also used to help quantify the risk when appropriate. Underwriting parameters also include loan-to-value ratios (“LTVs”) which vary depending on collateral type, use of guaranties, loan agreement requirements, and other recommended terms such as equity requirements, amortization, and maturity. Approval decisions also consider various financial ratios and performance measures of the borrowers, such as cash flow and balance sheet leverage, liquidity, coverage of fixed charges, and working capital. Additionally, approval decisions consider the capital structure of the borrower, sponsorship, and quality/value of collateral. Generally, guideline and policy exceptions are identified and mitigated during the approval process. Pricing of C&I loans is based upon the determined credit risk specific to the individual borrower. These loans typically have variable rates tied to the London Inter-Bank Offered Rate (“LIBOR”) or the prime rate of interest plus or minus the appropriate margin.

The following table provides the composition of the C&I portfolio by industry as of December 31, 2017 and 2016. 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.

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Table 13—C&I Loan Portfolio by Industry

	December 31, 2017				December 31, 2016
(Dollars in thousands)	Amount		Percent		Amount		Percent
Industry:
Finance & insurance	$	2,859,769	18	%	$	2,573,713	21	%
Loans to mortgage companies	2,099,961		13		2,045,189		17
Real estate rental & leasing (a)	1,408,299		9		769,457		6
Health care & social assistance	1,201,285		7		893,629		7
Manufacturing	1,184,861		7		762,947		6
Accommodation & food service	1,145,944		7		987,973		8
Wholesale trade	1,060,642		7		826,226		7
Retail trade	831,790		5		488,189		4
Other (transportation, education, arts, entertainment, etc) (b)	4,264,722		27		2,800,764		24
Total C&I loan portfolio	$	16,057,273	100	%	$	12,148,087	100	%

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

(b) Industries in this category each comprise less than 5 percent for 2017.

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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. 31 percent ofFHN’s C&I portfolio (Finance and insurance plus Loans to mortgage companies) could be affected by items that uniquely impact the financial services industry. Except “Finance and Insurance” and “Loans to Mortgage Companies”, as discussed below, onDecember 31, 2017, FHN did not have any other concentrations of C&I loans in any single industry of 10 percent or more of total loans.

Finance and Insurance

The finance and insurance component represents 18 percent of the C&I portfolio 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 December 31, 2017, asset-based lending to consumer finance companies represents approximately $1.2 billion of the finance and insurance component.

TRUPS lending was originally extended as a form of “bridge” financing to participants in the pooled trust preferred securitization program offered primarily to smaller banking (generally less than $15 billion in total assets) and insurance institutions through FHN’s fixed income business. Origination of TRUPS lending ceased in early 2008. Individual TRUPS are re-graded at least quarterly as part of FHN’s commercial loan review process. The terms of these loans generally include a scheduled 30 year balloon payoff and include an option to defer interest for up to 20 consecutive quarters. As of December 31, 2017, and December 31, 2016, one TRUP relationship was on interest deferral.

As of December 31, 2017, the unpaid principal balance (“UPB”) of trust preferred loans totaled $332.5 million ($206.2 million of bank TRUPS and $126.3 million of insurance TRUPS) with the UPB of other bank-related loans totaling $262.4 million. Inclusive of a valuation allowance on TRUPS of $25.5 million, total reserves (ALLL plus the valuation allowance) for TRUPS and other bank-related loans were $26.8 million or 5 percent of outstanding UPB.

Loans to Mortgage Companies

The balance of loans to mortgage companies was 13 percent of the C&I portfolio as of December 31, 2017, and 17 percent of the C&I portfolio as of December 31, 2016, and includes balances related to both home purchase and refinance activity. This portfolio class, which generally fluctuates with mortgage rates and seasonal factors, 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. Generally, lending to mortgage lenders increases when there is a decline in mortgage rates and decreases when rates rise.

C&I Asset Quality Trends

Overall, the C&I portfolio trends remain strong in 2017, continuing in line with recent historical performance. The C&I ALLL increased $8.8 million from December 31, 2016, to $98.2 million as of December 31, 2017. The allowance as a percentage of period-end loans decreased to .61 percent as of December 31, 2017, from .74 percent as of December 31, 2016. The decrease in allowance to loans reflects the addition of loans acquired from CBF at fair value which includes an estimate of life of loan credit losses. Nonperforming C&I loans decreased $1.6 million from December 31, 2016, to $31.2 million on December 31, 2017. The nonperforming loan (“NPL”) ratio decreased 8 basis points from December 31, 2016, to .19 percent of C&I loans as of December 31, 2017. The 30+ delinquency ratio increased to .19 percent as of December 31, 2017, from .08 percent as of December 31, 2016, driven by one large relationship, a portion of which is a purchased credit-impaired loan, and the addition of loans as a result of the CBF acquisition. Net charge-offs were $13.1 million in 2017 compared to $11.7 million in 2016 . The following table shows C&I asset quality trends by segment.

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Table 14—C&I Asset Quality Trends by Segment

		December 31
(Dollars in thousands)		2017			2016			2015			2014			2013
Regional Bank
	Period-end loans	$	15,639,060		$	11,728,160		$	10,014,752		$	8,553,080		$	7,431,430
	Nonperforming loans	28,086			28,619			22,793			20,627			43,691
	Allowance for loan losses as of January 1	$	88,010		$	72,213		$	61,998		$	72,310		$	78,181
	Charge-offs	(17,657		)	(18,196		)	(17,994		)	(14,832		)	(22,274		)
	Recoveries	4,516			6,719			11,969			9,003			10,167
	Provision/(provision credit) for loan losses	21,981			27,274			16,240			(4,483		)	6,236
	Allowance for loan losses as of December 31	$	96,850		$	88,010		$	72,213		$	61,998		$	72,310
	Accruing restructured loans	$	14,186		$	20,151		$	4,358		$	19,214		$	8,515
	Nonaccruing restructured loans	3,484			14,183			14,284			9,632			27,345
	Total troubled debt restructurings	$	17,670		$	34,334		$	18,642		$	28,846		$	35,860
	30+ Delinq. % (a)	0.20		%	0.08		%	0.08		%	0.05		%	0.14		%
	NPL %	0.18			0.24			0.23			0.24			0.59
	Net charge-offs %	0.11			0.11			0.07			0.08			0.17
	Allowance / loans %	0.62		%	0.75		%	0.72		%	0.72		%	0.97		%
	Allowance / net charge-offs	7.38		x	7.67		x	11.99		x	10.63		x	5.72		x
Non-Strategic
	Period-end loans	$	418,213		$	419,927		$	421,638		$	454,206		$	492,146
	Nonperforming loans	3,067			4,117			3,520			11,983			36,068
	Allowance for loan losses as of January 1	$	1,388		$	1,424		$	5,013		$	14,136		$	18,010
	Charge-offs	—			(264		)	(4,412		)	(5,660		)	(662		)
	Recoveries	52			76			1,370			663			2,320
	Provision/(provision credit) for loan losses	(79		)	152			(547		)	(4,126		)	(5,532		)
	Allowance for loan losses as of December 31	$	1,361		$	1,388		$	1,424		$	5,013		$	14,136
	30+ Delinq. % (a)	—		%	—		%	0.02		%	0.05		%	0.06		%
	NPL %	0.73			0.98			0.83			2.64			7.33
	Net charge-offs %	NM			0.04			0.69			1.07			NM
	Allowance / loans %	0.33		%	0.33		%	0.34		%	1.10		%	2.87		%
	Allowance / net charge-offs	NM			7.39		x	0.47		x	1.00			NM
Consolidated
	Period-end loans	$	16,057,273		$	12,148,087		$	10,436,390		$	9,007,286		$	7,923,576
	Nonperforming loans	31,153			32,736			26,313			32,610			79,759
	Allowance for loan losses as of January 1	$	89,398		$	73,637		$	67,011		$	86,446		$	96,191
	Charge-offs	(17,657		)	(18,460		)	(22,406		)	(20,492		)	(22,936		)
	Recoveries	4,568			6,795			13,339			9,666			12,487
	Provision/(provision credit) for loan losses	21,902			27,426			15,693			(8,609		)	704
	Allowance for loan losses as of December 31	$	98,211		$	89,398		$	73,637		$	67,011		$	86,446
	Accruing restructured loans	$	14,186		$	20,151		$	4,358		$	19,214		$	8,515
	Nonaccruing restructured loans	3,484			14,183			14,284			9,632			27,345
	Total troubled debt restructurings	$	17,670		$	34,334		$	18,642		$	28,846		$	35,860
	30+ Delinq. % (a)	0.19		%	0.08		%	0.08		%	0.05		%	0.13		%
	NPL %	0.19			0.27			0.25			0.36			1.01
	Net charge-offs %	0.11			0.11			0.10			0.13			0.13
	Allowance / loans %	0.61		%	0.74		%	0.71		%	0.74		%	1.09		%
	Allowance / net charge-offs	7.51		x	7.66		x	8.12		x	6.19		x	8.27		x

NM—Not meaningful

Loans are expressed net of unearned income. 

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

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Commercial Real Estate

The CRE portfolio was $4.2 billion on December 31, 2017. The CRE portfolio includes both financings for commercial construction and nonconstruction loans. The largest geographical concentrations of balances as of December 31, 2017, are in North Carolina (31 percent), Tennessee (20 percent), Florida (13 percent), South Carolina (9 percent), Georgia (7 percent), and Texas (6 percent), with no other state representing more than 3 percent of the portfolio. This portfolio is segregated between the income-producing CRE class which 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, and the residential CRE class. Subcategories of income CRE consist of multi-family (24 percent), retail (21 percent), office (21 percent), industrial (11 percent), hospitality (10 percent), land/land development (1 percent) and other (12 percent).

The residential CRE class includes loans to residential builders and developers for the purpose of constructing single-family homes, condominiums, and town homes.Active residential CRE lending has been modest with new originations primarily targeted in select markets. We have relationships with existing strategic clients, and we are seeking new clients on a selective basis. FHN desires a “strategic” residential CRE borrower to have solid experience, effective process and controls, appropriate risk tolerance, and a sound financial position that we believe can sustain their operations through the inevitable real estate cycles.

Income CRE loans are underwritten in accordance with credit policies and underwriting guidelines that are reviewed at least annually and revised as necessary based on market conditions. Loans are underwritten based upon project type, size, location, sponsorship, and other market-specific data. Generally, minimum requirements for equity, debt service coverage ratios (“DSCRs”), and level of pre-leasing activity are established based on perceived risk in each subcategory. Loan-to-value (value is defined as the lower of cost or market) limits are set below regulatory prescribed ceilings and generally range between 50 and 80 percent depending on underlying product set. Term and amortization requirements are set based on prudent standards for interim real estate lending. Equity requirements are established based on the quality and liquidity of the primary source of repayment. For example, more equity would be required for a speculative construction project or land loan than for a property fully leased to a credit tenant or a roster of tenants. Typically, a borrower must have at least 15 percent of cost invested in a project before FHN will fund loan dollars. Income properties are required to achieve a DSCR greater than or equal to 125 percent at inception or stabilization of the project based on loan amortization and a minimum underwriting interest rate. Some product types that possess a greater risk profile require a higher level of equity, as well as a higher DSCR threshold. A proprietary minimum underwriting interest rate is used to calculate compliance with underwriting standards. Generally, specific levels of pre-leasing must be met for construction loans on income properties. A global cash flow analysis is performed at the sponsor level. The majority of the portfolio is on a floating rate basis tied to appropriate spreads over LIBOR.

The credit administration and ongoing monitoring consists of multiple internal control processes. Construction loans are closed and administered by a centralized control unit. Underwriters and credit approval personnel stress the borrower’s/project’s financial capacity utilizing numerous attributes such as interest rates, vacancy, and discount rates. Key information is captured from the various portfolios and then stressed at the aggregate level. Results are utilized to assist with the assessment of the adequacy of the ALLL and to steer portfolio management strategies.

CRE Asset Quality Trends

The CRE portfolio had continued stable performance as of December 31, 2017, with nonperforming loans down $1.4 million from December 31, 2016 and net recoveries in 2017. The allowance decreased $5.4 million from December 31, 2016, to $28.4 million as of December 31, 2017. Allowance as a percentage of loans decreased 92 basis points from December 31, 2016, to .67 percent as of December 31, 2017. The decrease in allowance to loans reflects the addition of loans acquired from CBF at fair value which includes an estimate of life of loan credit losses. Nonperforming loans as a percentage of total CRE loans improved 10 basis points from 2016 to .03 percent as of December 31, 2017. Accruing delinquencies as a percentage of period-end loans increased to .11 percent as of December 31, 2017, from .01 percent as of December 31, 2016, primarily driven by the addition of loans as a result of the CBF acquisition. FHN recognized net recoveries of $.8 million in 2017 compared to net recoveries of $.6 million in 2016. The following table shows commercial real estate asset quality trends by segment.

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Table 15—Commercial Real Estate Asset Quality Trends by Segment

		December 31
(Dollars in thousands)		2017			2016			2015			2014			2013
Regional Bank
	Period-end loans	$	4,214,695		$	2,135,523		$	1,674,871		$	1,273,220		$	1,124,131
	Nonperforming loans	1,393			2,776			8,684			14,571			15,146
	Allowance for loan losses as of January 1	$	33,852		$	25,159		$	18,158		$	9,873		$	18,385
	Charge-offs	(195		)	(1,371		)	(3,441		)	(3,331		)	(3,021		)
	Recoveries	915			1,816			1,450			3,764			2,798
	Provision/(provision credit) for loan losses	(6,145		)	8,248			8,992			7,852			(8,289		)
	Allowance for loan losses as of December 31	$	28,427		$	33,852		$	25,159		$	18,158		$	9,873
	Accruing restructured loans	$	1,125		$	1,736		$	5,039		$	4,588		$	11,977
	Nonaccruing restructured loans	1,282			1,388			3,969			6,947			7,861
	Total troubled debt restructurings	$	2,407		$	3,124		$	9,008		$	11,535		$	19,838
	30+ Delinq. % (a)	0.11		%	0.01		%	0.27		%	0.14		%	0.91		%
	NPL %	0.03			0.13			0.52			1.14			1.35
	Net charge-offs %	NM			NM			0.14			NM			NM
	Allowance / loans %	0.67		%	1.59		%	1.50		%	1.43		%	0.88		%
	Allowance / net charge-offs	NM			NM			12.63		x	NM			NM
Non-Strategic
	Period-end loans	$	—		$	—		$	64		$	4,497		$	9,148
	Nonperforming loans	—			—			—			785			2,955
	Allowance for loan losses as of January 1	$	—		$	—		$	416		$	730		$	1,612
	Charge-offs	—			—			(109		)	(410		)	(481		)
	Recoveries	51			111			426			386			1,477
	Provision/(provision credit) for loan losses	(51		)	(111		)	(733		)	(290		)	(1,878		)
	Allowance for loan losses as of December 31	$	—		$	—		$	—		$	416		$	730
	Accruing restructured loans	$	—		$	—		$	—		$	3,095		$	3,274
	Nonaccruing restructured loans	—			—			—			568			906
	Total troubled debt restructurings	$	—		$	—		$	—		$	3,663		$	4,180
	30+ Delinq. % (a)	—		%	—		%	—		%	—		%	—		%
	NPL %	—			—			—			17.47			32.30
	Net charge-offs %	NM			NM			NM			0.41			NM
	Allowance / loans %	—		%	—		%	—		%	9.25		%	7.98		%
	Allowance / net charge-offs	NM			NM			NM			16.43		x	NM
Consolidated
	Period-end loans	$	4,214,695		$	2,135,523		$	1,674,935		$	1,277,717		$	1,133,279
	Nonperforming loans	1,393			2,776			8,684			15,356			18,101
	Allowance for loan losses as of January 1	$	33,852		$	25,159		$	18,574		$	10,603		$	19,997
	Charge-offs	(195		)	(1,371		)	(3,550		)	(3,741		)	(3,502		)
	Recoveries	966			1,927			1,876			4,150			4,275
	Provision/(provision credit) for loan losses	(6,196		)	8,137			8,259			7,562			(10,167		)
	Allowance for loan losses as of December 31	$	28,427		$	33,852		$	25,159		$	18,574		$	10,603
	Accruing restructured loans	$	1,125		$	1,736		$	5,039		$	7,683		$	15,251
	Nonaccruing restructured loans	1,282			1,388			3,969			7,515			8,767
	Total troubled debt restructurings	$	2,407		$	3,124		$	9,008		$	15,198		$	24,018
	30+ Delinq. % (a)	0.11		%	0.01		%	0.27		%	0.14		%	0.90		%
	NPL %	0.03			0.13			0.52			1.20			1.60
	Net charge-offs %	NM			NM			0.12			NM			NM
	Allowance / loans %	0.67		%	1.59		%	1.50		%	1.45		%	0.94		%
	Allowance / net charge-offs	NM			NM			15.03		x	NM			NM

NM—Not meaningful

Loans are expressed net of unearned income. 

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

37

CONSUMER LOAN PORTFOLIOS

Consumer Real Estate

The consumer real estate portfolio was $6.4 billion on December 31, 2017, and is primarily composed of home equity lines and installment loans including restricted balances (loans consolidated under ASC 810). The largest geographical concentrations of balances as of December 31, 2017, are in Tennessee (51 percent), North Carolina (16 percent), Florida (13 percent), and California (4 percent), with no other state representing more than 3 percent of the portfolio. As of December 31, 2017, approximately 76 percent of the consumer real estate portfolio was in a first lien position. At origination, weighted average FICO score of this portfolio was 752 and refreshed FICO scores averaged 756 as of December 31, 2017, as compared to 750 and 747, respectively, as of December 31, 2016. As of December 31, 2017, approximately $1.4 billion, or 21 percent, of the consumer real estate portfolio consisted of stand-alone second liens while $.2 billion, or 3 percent, were second liens whose first liens are owned or serviced by FHN. We obtain first lien performance information from third parties and through loss mitigation activities, and we place a stand-alone second lien loan on nonaccrual if we discover that there are performance issues with the first lien loan. Generally, performance of this portfolio is affected by life events that affect borrowers’ finances, the level of unemployment, and home prices.

Home equity lines of credit (“HELOCs”) comprise $1.8 billion of the consumer real estate portfolio as of December 31, 2017.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 automatically frozen if a borrower becomes 45 days or more past due on payments. Once the draw period has concluded, 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 December 31, 2017, approximately 72 percent of FHN's HELOCs are in the draw period compared to approximately 62 percent as of December 31, 2016. Based on when draw periods are scheduled to end per the line agreement, it is expected that $528.4 million, or 40 percent of HELOCs currently in the draw period, will enter the repayment period during the next 60 months. Delinquencies and charge-off rates 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, after some seasoning, performance of these loans usually begins to stabilize. The home equity lines of the consumer real estate portfolio are being monitored closely for those nearing the end of the draw period and borrowers are initially being contacted at least 24 months before the repayment period begins to remind the customer of the terms of their agreement and to inform them of options. The following table shows the HELOCs currently in the draw period and expected timing of conversion to the repayment period.

Table 16—HELOC Draw To Repayment Schedule

	December 31, 2017				December 31, 2016
(Dollars in thousands)	Repayment Amount		Percent		Repayment Amount		Percent
Months remaining in draw period:
0-12	$	138,333	10	%	$	212,665	20	%
13-24	88,188		7		127,662		12
25-36	99,109		8		73,331		7
37-48	96,997		7		68,768		6
49-60	105,753		8		68,792		7
>60	792,723		60		514,126		48
Total	$	1,321,103	100	%	$	1,065,344	100	%

38

Underwriting

For the majority of loans in this portfolio, underwriting decisions are made through a centralized loan underwriting center. To obtain a consumer real estate loan, the loan applicant(s) in most cases must first meet a minimum qualifying FICO score. Minimum FICO score requirements are established by management for both loans secured by real estate as well as non-real estate loans. Management also establishes maximum loan amounts, loan-to-value ratios, and Debt-to-Income (“DTI”) ratios for each consumer real estate product. Applicants must have the financial capacity (or available income) to service the debt by not exceeding a calculated DTI ratio. The amount of the loan is limited to a percentage of the lesser of the current value or sales price of the collateral. Identified guideline and policy exceptions require established mitigating factors that have been approved for use by Credit Risk Management.

HELOC interest rates are variable and adjust with movements in the index rate stated in the loan agreement. Such loans can have elevated risks of default, particularly in a rising interest rate environment, potentially stressing borrower capacity to repay the loan at the higher interest rate. FHN’s current underwriting practice requires HELOC borrowers to qualify based on a fully indexed, fully amortized payment methodology. FHN’s underwriting guidelines require borrowers to qualify at an interest rate that is 200 basis points above the note rate. This mitigates risk to FHN in the event of a sharp rise in interest rates over a relatively short time horizon.

HELOC Portfolio Risk Management

FHN performs continuous HELOC account review processes in order to identify higher-risk home equity lines and initiate preventative and corrective actions. The reviews consider a number of account activity patterns and characteristics such as the number of times delinquent within recent periods, changes in credit bureau score since origination, score degradation, performance of the first lien, and account utilization. In accordance with FHN’s interpretation of regulatory guidance, FHN may block future draws on accounts in order to mitigate risk of loss to FHN.

Consumer Real Estate Asset Quality Trends

Overall, performance of the consumer real estate portfolio remained strong in 2017. The non-strategic segment is a run-off portfolio and while the absolute dollars of delinquencies and nonaccruals declined compared to December 31, 2016, 30+ accruing delinquencies and nonperforming loans ratios deteriorated. That trend of increasing deterioration in the non-strategic segment is likely to continue and may become more skewed as the portfolio shrinks unevenly, with stronger borrowers exiting the portfolio more rapidly than others. The ALLL decreased $13.0 million from December 31, 2016, to $37.4 million as of December 31, 2017, with the majority of the decline attributable to the non-strategic segment. The balance of nonperforming loans declined $11.3 million to $71.5 million on December 31, 2017. Loans delinquent 30 or more days and still accruing declined from $42.1 million as of December 31, 2016, to $41.5 million as of December 31, 2017. The portfolio realized net recoveries of $9.6 million in 2017 compared to net recoveries of $1.7 million in 2016. The following table shows consumer real estate asset quality trends by segment.

39

Table 17—Consumer Real Estate Asset Quality Trends by Segment

		December 31
(Dollars in thousands)		2017			2016			2015			2014			2013
Regional Bank
	Period-end loans	$	5,774,411		$	3,642,894		$	3,515,459		$	3,384,746		$	3,278,365
	Nonperforming loans	22,678			18,865			23,935			28,953			27,939
	Allowance for loan losses as of January 1	$	19,010		$	29,108		$	32,180		$	31,474		$	25,291
	Charge-offs	(3,491		)	(5,346		)	(8,414		)	(10,780		)	(10,261		)
	Recoveries	4,342			4,863			4,660			3,551			5,057
	Provision/(provision credit) for loan losses	(3,454		)	(9,615		)	682			7,935			11,387
	Allowance for loan losses as of December 31	$	16,407		$	19,010		$	29,108		$	32,180		$	31,474
	Accruing restructured loans	$	31,970		$	36,784		$	36,912		$	40,841		$	41,304
	Nonaccruing restructured loans	12,405			10,694			13,723			14,229			14,636
	Total troubled debt restructurings	$	44,375		$	47,478		$	50,635		$	55,070		$	55,940
	30+ Delinq. % (a)	0.40		%	0.49		%	0.52		%	0.57		%	0.65		%
	NPL %	0.39			0.52			0.68			0.86			0.85
	Net charge-offs %	NM			0.01			0.11			0.22			0.16
	Allowance / loans %	0.28		%	0.52		%	0.83		%	0.95		%	0.96		%
	Allowance / net charge-offs	NM			39.42		x	7.76		x	4.45		x	6.05		x
Non-Strategic
	Period-end loans	$	593,344		$	880,858		$	1,251,059		$	1,663,325		$	2,055,006
	Nonperforming loans	48,809			63,947			87,157			91,679			89,659
	Allowance for loan losses as of January 1	$	31,347		$	51,506		$	80,831		$	95,311		$	103,658
	Charge-offs	(9,665		)	(16,647		)	(21,654		)	(34,611		)	(63,381		)
	Recoveries	18,381			18,856			19,235			19,273			16,303
	Provision/(provision credit) for loan losses	(19,099		)	(22,368		)	(26,906		)	858			38,731
	Allowance for loan losses as of December 31	$	20,964		$	31,347		$	51,506		$	80,831		$	95,311
	Accruing restructured loans	$	54,702		$	68,217		$	67,942		$	71,389		$	83,459
	Nonaccruing restructured loans	29,818			37,765			47,107			46,766			31,023
	Total troubled debt restructurings	$	84,520		$	105,982		$	115,049		$	118,155		$	114,482
	30+ Delinq. % (a)	3.06		%	2.76		%	2.34		%	2.17		%	1.89		%
	NPL %	8.23			7.26			6.97			5.51			4.36
	Net charge-offs %	NM			NM			0.17			0.82			2.04
	Allowance / loans %	3.53		%	3.56		%	4.12		%	4.86		%	4.64		%
	Allowance / net charge-offs	NM			NM			21.29		x	5.27		x	2.02		x
Consolidated
	Period-end loans	$	6,367,755		$	4,523,752		$	4,766,518		$	5,048,071		$	5,333,371
	Nonperforming loans	71,487			82,812			111,092			120,632			117,598
	Allowance for loan losses as of January 1	$	50,357		$	80,614		$	113,011		$	126,785		$	128,949
	Charge-offs	(13,156		)	(21,993		)	(30,068		)	(45,391		)	(73,642		)
	Recoveries	22,723			23,719			23,895			22,824			21,360
	Provision/(provision credit) for loan losses	(22,553		)	(31,983		)	(26,224		)	8,793			50,118
	Allowance for loan losses as of December 31	$	37,371		$	50,357		$	80,614		$	113,011		$	126,785
	Accruing restructured loans	$	86,672		$	105,001		$	104,854		$	112,230		$	124,763
	Nonaccruing restructured loans	42,223			48,459			60,830			60,995			45,659
	Total troubled debt restructurings	$	128,895		$	153,460		$	165,684		$	173,225		$	170,422
	30+ Delinq. % (a)	0.65		%	0.93		%	1.00		%	1.10		%	1.13		%
	NPL %	1.12			1.83			2.33			2.39			2.20
	Net charge-offs %	NM			NM			0.13			0.43			0.95
	Allowance / loans %	0.59		%	1.11		%	1.69		%	2.24		%	2.38		%
	Allowance / net charge-offs	NM			NM			13.06		x	5.01		x	2.42		x

NM—Not meaningful

Loans are expressed net of unearned income. 

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

40

Permanent Mortgage

The permanent mortgage portfolio was $.4 billion on December 31, 2017. This portfolio is primarily composed of jumbo mortgages and one-time-close (“OTC”) completed construction loans in the non-strategic segment that were originated through legacy businesses. The regional banking segment primarily includes recently acquired mortgage loans associated with FHN’s CRA initiatives. The corporate segment includes loans that were previously included in off-balance sheet proprietary securitization trusts. These loans were brought back into the loan portfolios at fair value through the execution of cleanup calls due to the relatively small balances left in the securitization and should continue to run-off. Approximately 19 percent of loan balances as of December 31, 2017, are in California, but the remainder of the portfolio is somewhat geographically diverse. Non-strategic and corporate segment run-off, partially offset by increases in the regional banking segment, contributed to the $23.8 million net decrease in permanent mortgage period-end balances from December 31, 2016, to December 31, 2017.

The permanent mortgage portfolios within the non-strategic and corporate segments are run-off portfolios. As a result, asset quality metrics are becoming skewed as the portfolio shrinks and some of the stronger borrowers payoff or refinance elsewhere.The ALLL decreased $.7 million as of December 31, 2017, from $16.3 million as of December 31, 2016. TDR reserves (which are estimates of losses for the expected life of the loan) comprise 78 percent of the ALLL for the permanent mortgage portfolio as of December 31, 2017. Consolidated accruing delinquencies as a percentage of total loans decreased 51 basis points from December 31, 2016 to 1.85 percent as of December 31, 2017. Nonperforming loans decreased $.8 million from December 31, 2016, to $26.4 million as of December 31, 2017. The portfolio experienced net recoveries of $.3 million in 2017 compared to net recoveries of $.8 million in 2016. The following table shows permanent mortgage asset quality trends by segment.

Table 18—Permanent Mortgage Asset Quality Trends by Segment

		December 31
(Dollars in thousands)		2017			2016			2015			2014			2013
Regional Bank
	Period-end loans (a)	$	116,914		$	76,973		$	21,162		$	10,852		$	12,623
	Nonperforming loans	427			393			443			503			535
	Allowance for loan losses as of January 1	$	1,215		$	140		$	167		$	245		$	117
	Charge-offs	—			—			(14		)	(19		)	—
	Recoveries	—			—			—			—			—
	Provision/(provision credit) for loan losses	1,317			1,075			(13		)	(59		)	128
	Allowance for loan losses as of December 31	$	2,532		$	1,215		$	140		$	167		$	245
	Accruing restructured loans	$	615		$	563		$	720		$	1,254		$	597
	Nonaccruing restructured loans	326			315			364			—			466
	Total troubled debt restructurings	$	941		$	878		$	1,084		$	1,254		$	1,063
	30+ Delinq. % (b)	0.35		%	0.72		%	2.08		%	5.75		%	7.77		%
	NPL %	0.37			0.51			2.09			4.64			4.23
	Net charge-offs %	—			—			0.14			0.16			—
	Allowance / loans %	2.17		%	1.58		%	0.66		%	1.54		%	1.94		%
	Allowance / net charge-offs	NM			NM			9.96		x	8.88		x	NM
Corporate
	Period-end loans	$	53,556		$	71,380		$	97,450		$	135,538		$	174,621
	Nonperforming loans	2,157			1,186			1,677			3,045			4,598
	Allowance for loan losses as of December 31 (c)	N/A			N/A			N/A			N/A			N/A
	Accruing restructured loans	$	3,637		$	3,792		$	3,992		$	5,494		$	2,691
	Nonaccruing restructured loans	—			—			—			—			204
	Total troubled debt restructurings	$	3,637		$	3,792		$	3,992		$	5,494		$	2,895
	30+ Delinq. % (b)	3.98		%	4.37		%	2.92		%	2.32		%	2.34		%
	NPL %	4.03			1.66			1.72			2.25			2.63
	Allowance / loans % (c)	N/A			N/A			N/A			N/A			N/A
Non-Strategic
	Period-end loans	$	228,837		$	274,772		$	335,511		$	392,571		$	474,998
	Nonperforming loans	23,806			25,602			29,532			30,530			33,038
	Allowance for loan losses as of January 1	$	15,074		$	18,807		$	18,955		$	22,246		$	24,811

41

	Charge-offs	(2,179		)	(1,591		)	(3,127		)	(5,872		)	(9,934		)
	Recoveries	2,509			2,403			1,687			2,314			2,473
	Provision/(provision credit) for loan losses	(2,371		)	(4,545		)	1,292			267			4,896
	Allowance for loan losses as of December 31	$	13,033		$	15,074		$	18,807		$	18,955		$	22,246
	Accruing restructured loans	$	64,102		$	71,896		$	78,719		$	84,701		$	94,532
	Nonaccruing restructured loans	16,114			17,360			18,666			22,010			22,968
	Total troubled debt restructurings	$	80,216		$	89,256		$	97,385		$	106,711		$	117,500
	30+ Delinq. % (b)	2.12		%	2.29		%	1.88		%	1.40		%	2.59		%
	NPL %	10.40			9.32			8.80			7.78			6.96
	Net charge-offs %	NM			NM			0.40			0.83			1.42
	Allowance / loans %	5.70		%	5.49		%	5.61		%	4.83		%	4.68		%
	Allowance / net charge-offs	NM			NM			13.07		x	5.32		x	2.98		x
Consolidated
	Period-end loans	$	399,307		$	423,125		$	454,123		$	538,961		$	662,242
	Nonperforming loans	26,390			27,181			31,652			34,078			38,171
	Allowance for loan losses as of January 1	$	16,289		$	18,947		$	19,122		$	22,491		$	24,928
	Charge-offs	(2,179		)	(1,591		)	(3,141		)	(5,891		)	(9,934		)
	Recoveries	2,509			2,403			1,687			2,314			2,473
	Provision/(provision credit) for loan losses	(1,054		)	(3,470		)	1,279			208			5,024
	Allowance for loan losses as of December 31	$	15,565		$	16,289		$	18,947		$	19,122		$	22,491
	Accruing restructured loans	$	68,354		$	76,251		$	83,431		$	91,449		$	97,820
	Nonaccruing restructured loans	16,440			17,675			19,030			22,010			23,638
	Total troubled debt restructurings	$	84,794		$	93,926		$	102,461		$	113,459		$	121,458
	30+ Delinq. % (b)	1.85		%	2.36		%	2.11		%	1.72		%	2.62		%
	NPL %	6.61			6.42			6.97			6.32			5.76
	Net charge-offs %	NM			NM			0.30			0.60			1.00
	Allowance / loans %	3.90		%	3.85		%	4.17		%	3.55		%	3.40		%
	Allowance / net charge-offs	NM			NM			13.04		x	5.34		x	3.01		x

NM—Not meaningful

Loans are expressed net of unearned income. 

(a) The increase in Regional Bank is primarily due to FHN's CRA initiatives.

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

(c) An allowance has not been established for these loans as the valuation adjustment taken upon exercise of clean-up calls included expected losses.

Credit Card and Other

The credit card and other portfolio, which is primarily within the regional banking segment, was $.6 billion as of December 31, 2017, and primarily includes automobile loans, credit card receivables, and other consumer-related credits. The allowance decreased to $10.0 million as of December 31, 2017, from $12.2 million as of December 31, 2016. Loans 30 days or more delinquent and accruing as a percentage of loans increased 7 basis points from December 31, 2016, to 1.24 percent as of December 31, 2017. In 2017, FHN recognized $10.1 million of net charge-offs in the credit card and other portfolio, compared to net charge-offs of $10.6 million in 2016. The following table shows credit card and other asset quality trends by segment.

42

Table 19—Credit Card and Other Asset Quality Trends by Segment

		December 31
(Dollars in thousands)		2017			2016			2015			2014			2013
Regional Bank
	Period-end loans	$	613,540		$	351,198		$	344,405		$	345,859		$	320,607
	Nonperforming loans	75			—			620			—			12
	Allowance for loan losses as of January 1	$	11,995		$	10,966		$	14,310		$	7,125		$	6,235
	Charge-offs	(12,962		)	(13,983		)	(15,542		)	(13,781		)	(10,533		)
	Recoveries	2,913			3,297			3,555			3,026			2,421
	Provision/(provision credit) for loan losses	7,948			11,715			8,643			17,940			9,002
	Allowance for loan losses as of December 31	$	9,894		$	11,995		$	10,966		$	14,310		$	7,125
	Accruing restructured loans	$	564		$	274		$	314		$	406		$	370
	Nonaccruing restructured loans	—			—			—			—			—
	Total troubled debt restructurings	$	564		$	274		$	314		$	406		$	370
	30+ Delinq. % (a)	1.25		%	1.16		%	1.07		%	1.38		%	1.30		%
	NPL %	0.01			—			0.18			—			—
	Net charge-offs %	2.73			3.05			3.51			3.22			2.73
	Allowance / loans %	1.61		%	3.42		%	3.18		%	4.14		%	2.22		%
	Allowance / net charge-offs	0.98		x	1.12		x	0.91		x	1.33		x	0.88		x
Non-Strategic
	Period-end loans	$	6,359		$	7,835		$	10,131		$	12,272		$	15,999
	Nonperforming loans	121			142			737			763			1,385
	Allowance for loan losses as of January 1	$	177		$	919		$	420		$	359		$	663
	Charge-offs	(245		)	(241		)	(1,149		)	(1,150		)	(871		)
	Recoveries	202			324			298			105			248
	Provision/(provision credit) for loan losses	(47		)	(825		)	1,350			1,106			319
	Allowance for loan losses as of December 31	$	87		$	177		$	919		$	420		$	359
	Accruing restructured loans	$	29		$	32		$	63		$	127		$	175
	Nonaccruing restructured loans	—			—			—			—			—
	Total troubled debt restructurings	$	29		$	32		$	63		$	127		$	175
	30+ Delinq. % (a)	0.95		%	1.73		%	1.47		%	2.48		%	2.33		%
	NPL %	1.89			1.82			7.28			6.22			8.66
	Net charge-offs %	0.64			NM			7.75			7.37			3.68
	Allowance / loans %	1.36		%	2.26		%	9.07		%	3.43		%	2.25		%
	Allowance / net charge-offs	1.99		x	NM			1.08		x	0.40		x	0.58		x
Consolidated
	Period-end loans	$	619,899		$	359,033		$	354,536		$	358,131		$	336,606
	Nonperforming loans	196			142			1,357			763			1,397
	Allowance for loan losses as of January 1	$	12,172		$	11,885		$	14,730		$	7,484		$	6,898
	Charge-offs	(13,207		)	(14,224		)	(16,691		)	(14,931		)	(11,404		)
	Recoveries	3,115			3,621			3,853			3,131			2,669
	Provision/(provision credit) for loan losses	7,901			10,890			9,993			19,046			9,321
	Allowance for loan losses as of December 31	$	9,981		$	12,172		$	11,885		$	14,730		$	7,484
	Accruing restructured loans	$	593		$	306		$	377		$	533		$	545
	Nonaccruing restructured loans	—			—			—			—			—
	Total troubled debt restructurings	$	593		$	306		$	377		$	533		$	545
	30+ Delinq. % (a)	1.24		%	1.17		%	1.08		%	1.42		%	1.35		%
	NPL %	0.03			0.04			0.38			0.21			0.42
	Net charge-offs %	2.69			2.95			3.64			3.39			2.78
	Allowance / loans %	1.61		%	3.39		%	3.35		%	4.11		%	2.22		%
	Allowance / net charge-offs	0.99		x	1.15		x	0.93		x	1.25		x	0.86		x

NM—Not meaningful

Loans are expressed net of unearned income. 

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

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Allowance for Loan Losses

Management’s policy is to maintain the ALLL at a level sufficient to absorb estimated probable incurred losses in the loan portfolio. The total allowance for loan losses decreased to $189.6 million on December 31, 2017, from $202.1 million on December 31, 2016. The ALLL as of December 31, 2017, reflects strong asset quality with the consumer real estate portfolio continuing to stabilize, historically low levels of net charge-offs, and declining non-strategic balances. The ratio of allowance for loan losses to total loans, net of unearned income, decreased to .69 percent on December 31, 2017, from 1.03 percent on December 31, 2016. The decrease in the allowance to loans ratio reflects the addition of loans acquired from CBF at fair value which includes an estimate of life of loan credit losses.

The provision for loan losses is the charge to or release of earnings necessary to maintain the ALLL at a sufficient level reflecting management’s estimate of probable incurred losses in the loan portfolio. Year-to-date provision expense was zero in 2017 compared to $11.0 million in 2016 reflecting continued strong performance in the commercial and consumer portfolios.

FHN expects asset quality trends to remain relatively stable for the near term if the growth of the economy continues. The C&I portfolio is expected to continue to show stable trends but short-term variability (both positive and negative) is possible, primarily due to the size of the credits within this portfolio. The CRE portfolio metrics should be relatively consistent as FHN expects stable property values over the near term; however, oversupply of any CRE product type, changes in the lending environment, or economic uncertainty could result in decreased property values (which could happen abruptly). The remaining non-strategic consumer real estate and permanent mortgage portfolios should continue to steadily wind down. Asset quality metrics within non-strategic are becoming skewed as the portfolio continues to shrink, with stronger credits exiting the portfolio more rapidly than others. Continued stabilization in performance of the consumer real estate portfolio assumes an ongoing economic recovery as consumer delinquency and loss rates are correlated with life events that affect borrowers' finances, unemployment trends, and strength of the housing market.

Consolidated Net Charge-offs

Overall, net charge-offs continue to be at historical lows. Net charge-offs were $12.5 million in 2017 compared to $19.2 million in 2016.

The commercial portfolio experienced $12.3 million of net charge-offs in 2017 compared to $11.1 million in 2016. In addition, the consumer real estate portfolio experienced net recoveries of $9.6 million in 2017 compared to net recoveries of $1.7 million in 2016. Permanent mortgage and credit card and other remained relatively flat compared to a year ago.

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The following table provides consolidated asset quality information for the years 2013 through 2017:

Table 20—Analysis of Allowance for Loan Losses and Charge-offs

(Dollars in thousands)		2017			2016			2015			2014			2013
Allowance for loan losses:
Beginning balance		$	202,068		$	210,242		$	232,448		$	253,809		$	276,963
Provision for loan losses		—			11,000			9,000			27,000			55,000
Charge-offs:
	Commercial, financial, and industrial	17,657			18,460			22,406			20,492			22,936
	Commercial real estate	195			1,371			3,550			3,741			3,502
	Consumer real estate	13,156			21,993			30,068			45,391			73,642
	Permanent mortgage	2,179			1,591			3,141			5,891			9,934
	Credit card and other	13,207			14,224			16,691			14,931			11,404
Total charge-offs		46,394			57,639			75,856			90,446			121,418
Recoveries:
	Commercial, financial, and industrial	4,568			6,795			13,339			9,666			12,487
	Commercial real estate	966			1,927			1,876			4,150			4,275
	Consumer real estate	22,723			23,719			23,895			22,824			21,360
	Permanent mortgage	2,509			2,403			1,687			2,314			2,473
	Credit card and other	3,115			3,621			3,853			3,131			2,669
Total recoveries		33,881			38,465			44,650			42,085			43,264
Net charge-offs		12,513			19,174			31,206			48,361			78,154
Ending balance		$	189,555		$	202,068		$	210,242		$	232,448		$	253,809
Reserve for unfunded commitments		5,079			5,312			5,926			4,770			3,017
Total of allowance for loan losses and reserve for unfunded commitments		$	194,634		$	207,380		$	216,168		$	237,218		$	256,826
Loans and commitments:
Total period end loans, net of unearned income		$	27,658,929		$	19,589,520		$	17,686,502		$	16,230,166		$	15,389,074
Remaining unfunded commitments		$	10,678,485		$	8,744,649		$	7,903,294		$	7,231,879		$	7,469,553
Average loans, net of unearned income		$	20,104,042		$	18,303,870		$	16,624,439		$	15,520,972		$	15,726,374
Reserve Rates
Total commercial loans
	Allowance/loans % (a)	0.62		%	0.86		%	0.82		%	0.83		%	1.07		%
	Period end loans % of total loans	73			73			68			63			59
Consumer real estate
	Allowance/loans % (a)	0.59			1.11			1.69			2.24			2.38
	Period end loans % of total loans	23			23			27			31			35
Permanent mortgage
	Allowance/loans %	3.90			3.85			4.17			3.55			3.40
	Period end loans % of total loans	1			2			3			3			4
Credit card and other
	Allowance/loans % (a)	1.61			3.39			3.35			4.11			2.22
	Period end loans % of total loans	2			2			2			2			2
Allowance and net charge-off ratios
Allowance to total loans % (a)		0.69			1.03			1.19			1.43			1.65
Net charge-offs to average loans %		0.06			0.10			0.19			0.31			0.50
Allowance to net charge-offs		15.15		x	10.54		x	6.74		x	4.81		x	3.25		x

(a) 2017 decrease in allowance to loans reflects the addition of loans acquired from CBF at fair value which includes an estimate of life of loan credit losses.

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Nonperforming Assets

Nonperforming loans are loans 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 nonaccruals are loans that FHN continues to receive payments including residential real estate loans where the borrower has been discharged of personal obligation through bankruptcy, and second liens, regardless of delinquency status, behind first liens that are 90 or more days past due, are bankruptcies, or are TDRs. These, along with OREO, excluding OREO from government insured mortgages, represent nonperforming assets (“NPAs”).

Total nonperforming assets (including NPLs HFS) increased to $177.2 million on December 31, 2017, from $164.6 million on December 31, 2016, primarily driven by an increase in OREO. OREO, excluding OREO from government insured mortgages, increased $28.3 million to $39.6 million as of December 31, 2017, driven by the CBF acquisition. This increase was offset by a decline in portfolio nonperforming loans of $15.0 million from December 31, 2016, to $130.6 million on December 31, 2017. While all portfolios declined or remained flat, the decline in nonperforming loans was primarily driven by the consumer real estate portfolio which declined $11.3 million. This decrease in the consumer real estate portfolio was largely driven by payoffs. The nonperforming assets ratio (nonperforming assets excluding NPLs HFS to total period-end loans plus OREO and other assets) decreased to .61 percent as of December 31, 2017, compared to .80 percent as of December 31, 2016.

The ratio of the ALLL to NPLs in the loan portfolio was 1.45 times as of December 31, 2017, compared to 1.39 times as of December 31, 2016. Certain nonperforming loans in both the commercial and consumer portfolios are deemed collateral-dependent and are charged down to an estimate of collateral value less costs to sell. Because loss content has been recognized through a partial charge-off, typically reserves are not recorded.

Table 21—Nonaccrual/Nonperforming Loans, Foreclosed Assets, and Other Disclosures (a)

		December 31
(Dollars in thousands)			2017			2016			2015			2014			2013
Commercial:
	Commercial, financial, and industrial		$	31,153		$	32,736		$	26,313		$	32,610		$	79,759
	Commercial real estate		1,393			2,776			8,684			15,356			18,101
	Total commercial		32,546			35,512			34,997			47,966			97,860
Consumer:
	Consumer real estate		71,487			82,812			111,092			120,632			117,598
	Permanent mortgage		26,390			27,181			31,652			34,078			38,171
	Credit card & other (b)		196			142			1,357			763			1,397
	Total consumer		98,073			110,135			144,101			155,473			157,166
	Total nonperforming loans (c) (d)		130,619			145,647			179,098			203,439			255,026
Nonperforming loans held-for-sale (d)			6,971			7,741			7,846			7,643			61,139
Foreclosed real estate and other assets			39,566			11,235			24,977			30,430			45,753
Foreclosed real estate from GNMA loans			3,816			5,002			8,086			9,492			25,809
	Total foreclosed real estate and other assets		43,382			16,237			33,063			39,922			71,562
	Total nonperforming assets (d) (e)		$	177,156		$	164,623		$	211,921		$	241,512		$	361,918
Troubled debt restructurings (f):
	Accruing restructured loans		$	170,930		$	203,445		$	198,059		$	231,109		$	246,894
	Nonaccruing restructured loans (d) (g)		63,429			81,705			98,113			100,152			105,409
	Total troubled debt restructurings (f)		$	234,359		$	285,150		$	296,172		$	331,261		$	352,303
Ratios:
	Allowance to nonperforming loans in the loan portfolio (d)		1.45		x	1.39		x	1.17		x	1.14		x	1.00		x

(a) Balances do not include PCI loans even though the customer may be contractually past due. PCI loans were recorded at fair value upon acquisition and accrete interest income over the remaining life of the loan.

(b) Nonperforming loans in this category are primarily one-time-close construction loans.

(c) Under the original terms of the loans, estimated interest income would have been approximately $10 million, $8 million, and $9 million during 2017, 2016 and 2015, respectively.

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

(e) Balances do not include PCI loans or government-insured foreclosed real estate.

(f) Excludes TDRs that are classified as held-for-sale nearly all of which are accounted for under the fair value option.

(g) Amounts also included in nonperforming loans above.

The following table provides nonperforming assets by business segment:

Table 22—Nonperforming Assets by Segment

		December 31
(Dollars in thousands)			2017			2016			2015			2014			2013
Nonperforming loans (a) (b)
	Regional bank		$	54,816		$	51,839		$	58,152		$	67,699		$	91,922
	Non-strategic		75,803			93,808			120,946			135,740			163,104
	Consolidated		$	130,619		$	145,647		$	179,098		$	203,439		$	255,026
Foreclosed real estate (c)
	Regional bank		$	34,844		$	5,081		$	16,298		$	20,451		$	28,806
	Non-strategic		4,722			6,154			8,679			9,979			16,947
	Consolidated		$	39,566		$	11,235		$	24,977		$	30,430		$	45,753
Nonperforming Assets (a) (b) (c)
	Regional bank		$	89,660		$	56,920		$	74,450		$	88,150		$	120,727
	Non-strategic		80,525			99,962			129,625			145,719			180,052
	Consolidated		$	170,185		$	156,882		$	204,075		$	233,869		$	300,779
NPL %
	Regional bank		0.21		%	0.29		%	0.36		%	0.48		%	0.74		%
	Non-strategic		6.08		%	5.92		%	5.99		%	5.37		%	5.35		%
	Consolidated		0.47		%	0.74		%	1.01		%	1.25		%	1.66		%
NPA % (d)
	Regional bank		0.34		%	0.32		%	0.47		%	0.64		%	0.98		%
	Non-strategic		6.43		%	6.29		%	6.39		%	5.74		%	5.88		%
	Consolidated		0.61		%	0.80		%	1.15		%	1.44		%	1.95		%

(a) Excludes loans 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 of $5.2 million, $6.6 million, $9.0 million, $9.5 million, and $25.8 million during 2017, 2016, 2015, 2014, and 2013, respectively.

(d) Ratio is non-performing assets related to the loan portfolio to total loans plus foreclosed real estate and other assets.

Table 23 provides an activity rollforward of OREO balances for December 31, 2017 and 2016. The balance of OREO, exclusive of inventory from government insured mortgages, increased to $39.6 million as of December 31, 2017, from $11.2 million as of December 31, 2016, primarily driven by the acquisition of CBF. In addition, FHN has executed sales of existing OREO and continued efforts to avoid foreclosures by restructuring loans and working with borrowers. Moreover, property values have stabilized which also affects the balance of OREO.

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Table 23—Rollforward of OREO

(Dollars in thousands)	2017			2016
Beginning balance, January 1	$	11,235		$	24,977
Valuation adjustments	(996		)	(2,041		)
New foreclosed property	6,340			9,347
Acquired foreclosed property	33,928			—
Disposals	(10,941		)	(21,048		)
Ending balance, December 31 (a)	$	39,566		$	11,235

(a) Excludes OREO and receivables related to government insured mortgages of $5.2 million and $6.6 million as of December 31, 2017 and 2016, respectively.

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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 in the portfolio that are 90 days or more past due and still accruing were $41.6 million on December 31, 2017, compared to $23.4 million on December 31, 2016. The increase was due in large part to one relationship, which is a purchased credit-impaired loan. Loans 30 to 89 days past due increased to $50.9 million on December 31, 2017, from $42.6 million on December 31, 2016.

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 and includes loans past due 90 days or more and still accruing. This definition is believed to be substantially consistent with the standards established by the OCC for loans classified as substandard. Potential problem assets in the loan portfolio were $327.2 million on December 31, 2017 compared to $290.4 million on December 31, 2016. The increase year-over-year in potential problem assets was due to a net increase in classified commercial loans driven by a few credits. 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 losses.

Table 24—Accruing Delinquencies and Other Credit Disclosures

		December 31
(Dollars in thousands)			2017		2016		2015		2014		2013
Loans past due 90 days or more and still accruing (a) (b):
Commercial:
	Commercial, financial, and industrial		$	19,654	$	257	$	1,083	$	770	$	1,810
	Commercial real estate		2,051		—		161		115		1,078
Total commercial			21,705		257		1,244		885		2,888
Consumer:
	Consumer real estate		14,433		16,110		16,668		16,695		21,484
	Permanent mortgage		3,460		5,428		3,991		5,640		6,129
	Credit card & other		1,970		1,590		1,398		2,025		1,763
Total consumer			19,863		23,128		22,057		24,360		29,376
Total loans past due 90 days or more and still accruing (a) (b)			$	41,568	$	23,385	$	23,301	$	25,245	$	32,264
Loans 30 to 89 days past due			$	50,884	$	42,570	$	50,896	$	50,531	$	70,298
Loans 30 to 89 days past due - guaranteed (c)			85		89		—		175		187
Loans held-for-sale 30 to 89 days past due (b)			13,419		6,462		7,133		6,895		14,538
Loans held-for-sale 30 to 89 days past due - guaranteed portion (b) (c)			5,975		6,248		7,133		6,013		11,660
Loans held-for-sale 90 days past due (b)			10,885		14,868		17,230		25,455		37,599
Loans held-for-sale 90 days past due - guaranteed portion (b) (c)			9,451		14,657		17,131		24,255		35,118
Potential problem assets (d)			$	327,214	$	290,354	$	208,706	$	267,797	$	343,359

(a) Excludes loans classified as held-for-sale.

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

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

(d) Includes past due loans.

Troubled Debt Restructuring and Loan Modifications

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. Extensions and 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. In a situation where an economic concession has been granted to a borrower that is experiencing financial difficulty, FHN identifies and reports that loan as a Troubled Debt Restructuring (“TDR”). See Note 4 – Loans for further discussion regarding TDRs and loan modifications.

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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 being considered for impairment, 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 include reduced interest rates, reduced payments, release of guarantor, or entering into short sale agreements.

The individual impairment assessments completed on commercial loans in accordance with the Accounting Standards Codification Topic related to Troubled Debt Restructurings (“ASC 310-40”) include loans classified as TDRs as well as loans that may have been modified yet not classified as TDRs by management. For example, a modification of loan terms that management would generally not consider to be a TDR could be a temporary extension of maturity to allow a borrower to complete an asset sale whereby the proceeds of such transaction are to be paid to satisfy the outstanding debt. Additionally, a modification that extends the term of a loan but does not involve reduction of principal or accrued interest, in which the interest rate is adjusted to reflect current market rates for similarly situated borrowers, is not considered a TDR. Nevertheless, each assessment will take into account any modified terms and will be comprehensive to ensure appropriate impairment assessment. If individual impairment is identified, management will either hold specific reserves on the amount of impairment, or, if the loan is collateral dependent, write down the carrying amount of the asset to the net realizable value of the collateral.

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 (“HAMP”). Generally, a majority of loans modified under any such proprietary programs are classified as TDRs.

Within the HELOC and R/E installment loans classes of the consumer portfolio segment, TDRs are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 1 percent 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 percent per year until the original interest rate prior to modification is achieved. Permanent mortgage TDRs are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 2 percent 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, TDRs 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, customers are granted a rate reduction to 0 percent and term extensions for up to 5 years to pay off the remaining balance.

Following classification as a TDR, modified loans within the consumer portfolio, which were previously evaluated for impairment on a collective basis determined by their smaller balances and homogenous nature, become subject to the impairment guidance in ASC 310-10-35, which requires individual evaluation of the debt for impairment. However, as applicable accounting guidance allows, FHN may aggregate certain smaller-balance homogeneous TDRs and use historical statistics, such as aggregated charge-off amounts and average amounts recovered, along with a composite effective interest rate to measure impairment when such impaired loans have risk characteristics in common.

On December 31, 2017 and December 31, 2016, FHN had $234.4 million and $285.2 million portfolio loans classified as TDRs, respectively. For TDRs in the loan portfolio, FHN had loan loss reserves of $37.3 million and $44.9 million, or 16 percent of TDR balances, as of December 31, 2017 and December 31, 2016. Additionally, FHN had $63.2 million and $69.3 million of HFS loans classified as TDRs as of December 31, 2017 and December 31, 2016, respectively. Total held-to-maturity TDRs decreased by $50.8 million with the majority of the decline attributable to consumer real estate, commercial and permanent mortgage loans.

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The following table provides a summary of TDRs for the periods ended December 31, 2017 and 2016:

Table 25—Troubled Debt Restructurings

(Dollars in thousands)	As of December 31, 2017		As of December 31, 2016
Held-to-maturity:
Permanent mortgage:
Current	$	63,891	$	73,500
Delinquent	4,463		2,751
Non-accrual (a)	16,440		17,675
Total permanent mortgage	84,794		93,926
Consumer real estate:
Current	84,697		100,383
Delinquent	1,975		4,618
Non-accrual (b)	42,223		48,459
Total consumer real estate	128,895		153,460
Credit card and other:
Current	544		288
Delinquent	49		18
Non-accrual	—		—
Total credit card and other	593		306
Commercial loans:
Current	15,311		21,887
Delinquent	—		—
Non-accrual	4,766		15,571
Total commercial loans	20,077		37,458
Total held-to-maturity	$	234,359	$	285,150
Held-for-sale:
Current	$	43,455	$	46,625
Delinquent	13,269		16,436
Non-accrual	6,515		6,283
Total held-for-sale	63,239		69,344
Total troubled debt restructurings	$	297,598	$	354,494

(a) Balances as of December 31, 2017 and 2016, include $5.1 million and $5.3 million, respectively, of discharged bankruptcies.

(b) Balances as of December 31, 2017 and 2016, include $13.4 million and $15.3 million, respectively, of discharged bankruptcies.

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RISK MANAGEMENT

FHN derives revenue from providing services and, in many cases, assuming and managing risk for profit which exposes the Company to business strategy and reputational, interest rate, liquidity, market, capital adequacy, operational, compliance, and credit risks that require ongoing oversight and management. FHN has an enterprise-wide approach to risk governance, measurement, management, and reporting including an economic capital allocation process that is tied to risk profiles used to measure risk-adjusted returns. Through an enterprise-wide risk governance structure and a statement of risk tolerance approved by the Board, management continually evaluates the balance of risk/return and earnings volatility with shareholder value.

FHN’s enterprise-wide risk governance structure begins with the Board. The Board, working with the Executive & Risk Committee of the Board, establishes the Company’s risk tolerance by approving policies and limits that provide standards for the nature and the level of risk the Company is willing to assume. The Board regularly receives reports on management’s performance against the Company’s risk tolerance primarily through the Board’s Executive & Risk and Audit Committees.

To further support the risk governance provided by the Board, FHN has established accountabilities, control processes, procedures, and a management governance structure designed to align risk management with risk-taking throughout the Company. The control procedures are aligned with FHN’s four components of risk governance: (1) Specific Risk Committees; (2) the Risk Management Organization; (3) Business Unit Risk Management; and (4) Independent Assurance Functions.

1. Specific Risk Committees: The Board has delegated authority to the Chief Executive Officer (“CEO”) to manage Business Strategy and Reputation Risk, and the general business affairs of the Company under the Board’s oversight. The CEO utilizes the executive management team and the Executive Risk Management Committee to carry out these duties and to analyze existing and emerging strategic and reputation risks and determines the appropriate course of action. The Executive Risk Management Committee is comprised of the CEO and certain officers designated by the CEO. The Executive Risk Management Committee is supported by a set of specific risk committees focused on unique risk types (e.g. liquidity, credit, operational, etc). These risk committees provide a mechanism that assembles the necessary expertise and perspectives of the management team to discuss emerging risk issues, monitor the Company’s risk-taking activities, and evaluate specific transactions and exposures. These committees also monitor the direction and trend of risks relative to business strategies and market conditions and direct management to respond to risk issues.

2. The Risk Management Organization: The Company’s risk management organization, led by the Chief Risk Officer and Chief Credit Officer, provides objective oversight of risk-taking activities. The risk management organization translates FHN’s overall risk tolerance into approved limits and formal policies and is supported by corporate staff functions, including the Corporate Secretary, Legal, Finance, Human Resources, and Technology. Risk management also works with business units and functional experts to establish appropriate operating standards and monitor business practices in relation to those standards. Additionally, risk management proactively works with business units and senior management to focus management on key risks in the Company and emerging trends that may change FHN’s risk profile. The Chief Risk Officer has overall responsibility and accountability for enterprise risk management and aggregate risk reporting.

3. Business Unit Risk Management: The Company’s business units are responsible for identifying, acknowledging, quantifying, mitigating, and managing all risks arising within their respective units. They determine and execute their business strategies, which puts them closest to the changing nature of risks and they are best able to take the needed actions to manage and mitigate those risks. The business units are supported by the risk management organization that helps identify and consider risks when making business decisions. Management processes, structure, and policies are designed to help ensure compliance with laws and regulations as well as provide organizational clarity for authority, decision-making, and accountability. The risk governance structure supports and promotes the escalation of material items to executive management and the Board.

4. Independent Assurance Functions: Internal Audit, Credit Assurance Services (“CAS”), and Model Validation provide an independent and objective assessment of the design and execution of the Company’s internal control system, including management processes, risk governance, and policies and procedures. These groups’ activities are designed to provide reasonable assurance that risks are appropriately identified and communicated; resources are safeguarded; significant financial, managerial, and operating information is complete, accurate, and reliable; and employee actions are in compliance with the Company’s policies and applicable laws and regulations. Internal Audit and CAS report to the Chief Audit Executive, who is appointed by and reports to the Audit Committee of the

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Board. Internal Audit reports quarterly to the Audit Committee of the Board, while CAS reports quarterly to the Executive & Risk Committee of the Board. Model Validation reports to the Chief Risk Officer and reports annually to the Audit Committee of the Board.

MARKET RISK MANAGEMENT

Market risk is the risk that changes in market conditions will adversely impact the value of assets or liabilities, or otherwise negatively impact FHN’s earnings. Market risk is inherent in the financial instruments associated with FHN’s operations, primarily trading activities within FHN’s fixed income segment, but also through non-trading activities which are primarily affected by interest rate risk that is managed by the Asset Liability Committee (“ALCO”) within FHN.

FHN is exposed to market risk related to the trading securities inventory and loans held for sale maintained by its Fixed Income division in connection with its fixed income distribution activities. Market risk is the risk of loss in the value of the fixed income trading securities inventory and loans held for sale due to changes in market prices. Various types of securities inventory positions are procured for distribution to customers by the sales staff. When these securities settle on a delayed basis, they are considered forward contracts. Refer to the "Determination of Fair Value - Trading securities and trading liabilities" section of Note 24 - Fair Value of Assets and Liabilities beginning on page 182 of this report, which section is incorporated into this MD&A by this reference.

FHN’s market risk appetite is approved by the Executive and Risk Committee of the Board of Directors and executed through management policies and procedures of ALCO and the FTN Financial Risk Committee. These policies contain various market risk limits including, for example, overall balance sheet size limits for Fixed Income, VaR limits for the trading securities inventory, and individual position limits and sector limits for products with credit risk, among others. Risk measures are computed and reviewed on a daily basis to ensure compliance with market risk management policies.

VaR and Stress Testing

VaR is a statistical risk measure 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 computes VaR using historical simulation with a 1-year lookback period at a 99 percent confidence level and 1-day and 10-day time horizons. Additionally, FHN computes a Stressed VaR ("SVaR") 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.

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A summary of FHN's VaR and SVaR measures for 1-day and 10-day time horizons is as follows:

Table 26—VaR and SVaR Measures

	Year Ended December 31, 2017						As of December 31, 2017
(Dollars in thousands)	Mean		High		Low
1-day
VaR	$	1,529	$	3,310	$	521	$	1,287
SVaR	4,704		8,301		1,775		6,230
10-day
VaR	3,560		8,039		870		3,059
SVaR	15,511		28,232		4,916		19,813
	Year Ended December 31, 2016						As of December 31, 2016
(Dollars in thousands)	Mean		High		Low
1-day
VaR	$	821	$	1,745	$	393	$	932
SVaR	3,643		5,789		1,748		2,830
10-day
VaR	2,088		5,852		751		2,136
SVaR	11,671		18,483		3,263		6,443

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

Table 27—Schedule of Risks Included in VaR

	As of December 31, 2017				As of December 31, 2016
(Dollars in thousands)	1-day		10-day		1-day		10-day
Interest rate risk	$	930	$	2,084	$	917	$	1,771
Credit spread risk	305		471		537		1,391

The potential risk of loss reflected by FHN’s VaR measures assumes the trading securities inventory is static. Because FHN’s Fixed Income division procures fixed income securities for purposes of distribution to customers, its trading securities inventory turns over regularly. Additionally, Fixed Income traders actively manage the trading securities inventory continuously throughout each trading day. Accordingly, FHN’s trading securities inventory is highly dynamic, rather than static. As a result, it would be rare for Fixed Income to incur a negative revenue day in its fixed income activities of the level indicated by its VaR measurements.

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.

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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 Fixed Income 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

Interest rate risk is the risk to earnings or capital arising from movement in interest rates. ALCO is responsible for overseeing the management of existing and emerging interest rate risk in the company within risk tolerances established by the Board. FHN primarily manages interest rate risk by structuring the balance sheet to maintain a desired level of associated earnings and to protect the economic value of FHN’s capital.

Net interest income and the value of equity are affected by changes in the level of market interest rates because of the differing repricing characteristics of assets and liabilities, the exercise of prepayment options held by loan and deposit customers, and changes in the basis between and changing shapes of the various yield curves used to price assets and liabilities. To isolate the repricing, basis, option, and yield curve components of overall interest rate risk, FHN employs Gap, Earnings at Risk, and Economic Value of Equity analyses generated by a balance sheet simulation model.

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 MD&A.

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 December 31, 2017, net interest income exposure over the next 12 months assuming a rate shock of plus 25 basis points, 50 basis points, 100 basis points, and 200 basis points is estimated to have a favorable variance of 0.9 percent, 1.8 percent, 3.3 percent, and 6.2 percent, respectively of base net interest income. A steepening yield curve scenario where long-term rates increase by 50 basis points and short-term rates are static, results in a favorable variance in net interest income of 0.8 percent of base net interest income. A flattening yield curve scenario where long-term rates decrease by 50 basis points and short-term rates are static, results in an unfavorable variance in net interest income of 1.3 percent of base net interest

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income. A rate shock of minus 50 basis points results in an unfavorable variance in net interest income of 3.7 percent of base net interest income. 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.

The recent movement of short-term interest rates higher after a prolonged period of very low interest rates has had a positive effect on FHN's net interest income and net interest margin. Given recent strength in the economy, the upward trend in interest rates, and market expectations for higher rates in the future, FHN has employed a moderately asset sensitive position. While it is expected that rates will continue to move higher, the movement of rates off the zero boundary during the past year has created the possibility that rates could decline in the future. FHN continues to monitor economic conditions and remains prepared to take any actions to mitigate exposure to falling interest rates should that occur.

Fair Value Shock Analysis

Interest rate risk and the slope of the yield curve also affect the fair value of Fixed Income’s trading inventory that is reflected in Fixed Income’s noninterest income.

Generally, low or declining interest rates with a positively sloped yield curve tend to increase Fixed Income’s income through higher demand for fixed income products. Additionally, the fair value of Fixed Income’s trading inventory can fluctuate as a result of differences between current interest rates and the interest rates of fixed income securities in the trading inventory.

Derivatives

In the normal course of business, FHN utilizes various financial instruments (including derivative contracts and credit-related agreements) to manage interest rate risk of certain term borrowings, and certain loans. The Fixed Income segment utilizes various financial instruments (including derivative contracts and credit-related agreements) to manage the risk of loss arising from adverse changes in the fair value of certain financial instruments generally caused by changes in interest rates including Fixed Income’s securities inventory, certain term borrowings, and certain loans. Additionally, Fixed Income or Regional Banking may enter into derivative contracts in order to meet customers' needs. However, such derivative contracts are typically offset with a derivative contract entered into with an upstream counterparty in order to mitigate risk associated with changes in interest rates.

The simulation models and related hedging strategies discussed above exclude the dynamics related to how fee income and noninterest expense may be affected by actual changes in interest rates or expectations of changes. See Note 22 - Derivatives for additional discussion of these instruments.

CAPITAL MANAGEMENT AND ADEQUACY

The capital management objectives of FHN 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. The Capital Management Committee, chaired by the Senior Vice President and Corporate Treasurer, reports to ALCO and is responsible for capital management oversight and provides a forum for addressing management issues related to capital adequacy. This committee reviews sources and uses of capital, key capital ratios, segment economic capital allocation methodologies, and other factors in monitoring and managing current capital levels, as well as potential future sources and uses of capital. The Capital Management Committee also recommends capital management policies, which are submitted for approval to ALCO and the Executive & Risk Committee and the Board as necessary.

OPERATIONAL RISK MANAGEMENT

Operational risk is the risk of loss from inadequate or failed internal processes, people, or systems or from external events including data or network security breaches of FHN or of third parties affecting FHN or its customers. This risk is inherent in all businesses. Operational risk is divided into the following risk areas, which have been established at the corporate level to address these risks across the entire organization:

• Business Continuity Planning/Records Management

• Compliance/Legal

• Program Governance

• Fiduciary

• Financial Crimes (including Bank Secrecy Act, know your customer, security, and fraud)

• Financial (including disclosure controls and procedures)

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• Information Technology (including cybersecurity)

• Vendor

Management, measurement, and reporting of operational risk are overseen by the Operational Risk, Fiduciary, Financial Governance, FTN Financial Risk, and Investment Rationalization Board Committees. Key representatives from the business segments, operating units, and supporting units are represented on these committees as appropriate. These governance committees manage the individual operational risk types across the company by setting standards, monitoring activity, initiating actions, and reporting exposures and results. Key Committee activities and decisions are reported to the appropriate governance committee or included in the Enterprise Risk Report, a quarterly analysis of risk within the organization that is provided to the Executive and Risk Committee. Emphasis is dedicated to refinement of processes and tools to aid in measuring and managing material operational risks and providing for a culture of awareness and accountability.

COMPLIANCE RISK MANAGEMENT

Compliance risk is the risk of legal or regulatory sanctions, material financial loss, or loss to reputation as a result of failure to comply with laws, regulations, rules, related self-regulatory organization standards, and codes of conduct applicable to FHN’s activities. Management, measurement, and reporting of compliance risk are overseen by the Operational Risk Committee. Key executives from the business segments, legal, risk management, and service functions are represented on the Committee. Summary reports of Committee activities and decisions are provided to the appropriate governance committees. Reports include the status of regulatory activities, internal compliance program initiatives, and evaluation of emerging compliance risk areas.

CREDIT RISK MANAGEMENT

Credit risk is the risk of loss due to adverse changes in a borrower’s or counterparty’s ability to meet its financial obligations under agreed upon terms. FHN is subject to credit risk in lending, trading, investing, liquidity/funding, and asset management activities although lending activities have the most exposure to credit risk. The nature and amount of credit risk depends on the types of transactions, the structure of those transactions, collateral received, the use of guarantors and the parties involved.

FHN assesses and manages credit risk through a series of policies, processes, measurement systems, and controls. The Credit Risk Management Committee (“CRMC”) is responsible for overseeing the management of existing and emerging credit risks in the company within the broad risk tolerances established by the Board. The CRMC reports through the Executive Risk Management Committee. The Credit Risk Management function, led by the Chief Credit Officer, provides strategic and tactical credit leadership by maintaining policies, overseeing credit approval, assessing new credit products, strategies and processes, and managing portfolio composition and performance.

While the Credit Risk function oversees FHN’s credit risk management, there is significant coordination between the business lines and the Credit Risk function in order to manage FHN’s credit risk and maintain strong asset quality. The Credit Risk function recommends portfolio, industry/sector, and individual customer limits to the Executive & Risk Committee of the Board for approval. Adherence to these approved limits is vigorously monitored by Credit Risk who provides recommendations to slow or cease lending to the business lines as commitments near established lending limits. Credit Risk also ensures subject matter experts are providing oversight, support and credit approvals, particularly in the specialty lending areas where industry-specific knowledge is required. Management emphasizes general portfolio servicing such that emerging risks are spotted early enough to correct potential deficiencies, prevent further credit deterioration, and mitigate credit losses.

The Credit Risk Management function assesses the asset quality trends and results, as well as lending processes, adherence to underwriting guidelines (portfolio-specific underwriting guidelines are discussed further in the Asset Quality Trends section), and utilizes this information to inform management regarding the current state of credit quality and as a factor of the estimation process for determining the allowance for loan losses. The CRMC reviews on a periodic basis various reports issued by assurance functions which provide an independent assessment of the adequacy of loan servicing, grading accuracy, and other key functions. Additionally, CRMC is presented with and discusses various portfolios, lending activity and lending-related projects.

All of the above activities are subject to independent review by FHN’s Credit Assurance Services Group. CAS reports to the Chief Audit Executive, who is appointed by and reports to the Audit Committee of the Board, and provides quarterly reports to the Executive & Risk Committee of the Board. CAS is charged with providing the Executive & Risk Committee of the Board and executive management with independent, objective, and timely assessments of FHN’s portfolio quality, credit policies, and credit risk management processes.

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LIQUIDITY RISK MANAGEMENT

ALCO also focuses on 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. The objective of the Liquidity Policy 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 as a whole, or both. Subject to market conditions and compliance with applicable regulatory requirements from time to time, funds are available from a number of sources including the available-for-sale securities portfolio, dealer and commercial customer repurchase agreements, access to the overnight and term Federal Funds markets, incremental borrowing capacity at the FHLB ($1.3 billion was available at December 31, 2017), brokered deposits, loan sales, syndications, and access to the Federal Reserve Banks.

Core deposits are a significant source of funding and have historically been a stable source of liquidity for banks. Generally, core deposits represent funding from a financial institution's customer base which provide inexpensive, predictable pricing. The Federal Deposit Insurance Corporation insures these deposits to the extent authorized by law. Generally, these limits are $250 thousand per account owner for interest bearing and non-interest bearing accounts. The ratio of total loans, excluding loans HFS and restricted real estate loans, to core deposits was 101 percent on December 31, 2017 compared to 105 percent on December 31, 2016.

FHN also may use unsecured short-term borrowings as a source of liquidity. Currently, the largest concentration of unsecured borrowings is federal funds purchased from bank correspondent customers. These funds 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 is securities sold under agreements to repurchase transactions accounted for as secured borrowings with Regional Banking’s business customers or Fixed Income’s broker dealer counterparties.

Both FHN and FTBNA may access the debt markets in order to provide funding through the issuance of senior or subordinated unsecured debt subject to market conditions and compliance with applicable regulatory requirements. In 2014, FTBNA issued $400 million of fixed rate senior notes due in December 2019. In October 2015, FHN issued $500 million of fixed rate senior notes due in December 2020.

Both FHN and FTBNA have the ability to generate liquidity by issuing preferred equity, and (for FHN) by issuing common equity, subject to market conditions and compliance with applicable regulatory requirements. In January 2013, FHN issued $100 million of Non-Cumulative Perpetual Preferred Stock, Series A. As of December 31, 2017, FTBNA and subsidiaries had outstanding preferred shares of $295.4 million, which are reflected as noncontrolling interest on the Consolidated Statements of Condition.

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. The amount paid to the parent company through FTBNA common dividends is managed as part of FHN’s overall cash management process, subject to applicable regulatory restrictions. Certain regulatory restrictions exist regarding the ability of FTBNA to transfer funds to FHN in the form of cash, common dividends, loans, or advances. At any given time, the pertinent portions of those regulatory restrictions allow FTBNA to declare preferred or common dividends without prior regulatory approval in an aggregate amount equal to FTBNA’s retained net income for the two most recent completed years plus the current year to date. For any period, FTBNA’s ‘retained net income’ generally is equal to FTBNA’s regulatory net income reduced by the preferred and common dividends declared by FTBNA. Excess dividends in either of the two most recent completed years may be offset with available retained net income in the two years immediately preceding it. Applying the dividend restrictions imposed under applicable federal rules as outlined above, the Bank’s total amount available for dividends was negative $156.7 million as of December 31, 2017. Consequently, on that date the Bank could not pay common dividends to its sole common stockholder, FHN, or to its preferred shareholders without prior regulatory approval. However, at January 1, 2018, under those dividend restrictions, the Bank could legally declare cash dividends on the Bank’s common or preferred stock of approximately $51.1 million without obtaining regulatory approval. FTBNA applied for and

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received approval from the OCC to declare and pay common dividends to FHN for $250 million in both 2017 and 2016. FTBNA declared and paid preferred dividends in each quarter of 2017 and 2016, with OCC approval as necessary. Additionally, FTBNA declared preferred dividends in first quarter 2018 payable in April 2018.

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, and also availability of funds to FHN through a dividend from FTBNA. Additionally, the Federal Reserve and the OCC 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 $.09 per common share on January 2, 2018, and in January 2018 the Board approved a $.12 per common share cash dividend payable on April 2, 2018, to shareholders of record on March 9, 2018. FHN paid a cash dividend of $1,550.00 per preferred share on January 10, 2018, and in January 2018 the Board approved a $1,550.00 per preferred share cash dividend payable on April 10, 2018, to shareholders of record on March 23, 2018.

CREDIT RATINGS

FHN is currently able to fund a majority of the balance sheet through core deposits, which are generally not as sensitive to FHN’s credit ratings as other types of funding. However, maintaining adequate credit ratings on debt issues and preferred stock is critical to liquidity should FHN need to access funding from other sources, including from long-term debt issuances and certain brokered deposits, at an attractive rate. The availability and cost of funds other than core deposits is also dependent upon marketplace perceptions of the financial soundness of FHN, which include such factors as capital levels, asset quality, and reputation. The availability of core deposit funding is stabilized by federal deposit insurance, which can be removed only in extraordinary circumstances, but may also be influenced to some extent by the same factors that affect other funding sources. FHN’s credit ratings are also referenced in various respects in agreements with certain derivative counterparties as discussed in Note 22 - Derivatives.

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The following table provides FHN’s most recent credit ratings:

Table 28 - Credit Ratings

		Moody's (a)	Fitch (b)
First Horizon National Corporation
	Overall credit rating: Long-term/Short-term/Outlook	Baa3/-/Stable	BBB-/F3/Positive
	Long-term senior debt	Baa3	BBB-
	Subordinated debt	Baa3	BB+
	Preferred stock	Ba2	B
First Tennessee Bank National Association
	Overall credit rating: Long-term/Short-term/Outlook	Baa3/P-2/Stable	BBB-/F3/Positive
	Long-term/short-term deposits	A3/P-2	BBB/F3
	Long-term/short-term senior debt	Baa3/P-2	BBB-/F3
	Subordinated debt	Baa3	BB+
	Preferred stock	Ba2	B
FT Real Estate Securities Company, Inc.
	Preferred stock	Ba1

A rating is not a recommendation to buy, sell, or hold securities and is subject to revision or withdrawal at any time and should be evaluated independently of any other rating.

(a) Last change in ratings was on May 14, 2015; ratings/outlook affirmed on May 5, 2017.

(b) Last change in ratings was on December 13, 2012; outlook revised to positive on January 23, 2017 and ratings/outlook affirmed on December 15, 2017.

CASH FLOWS

The Consolidated Statements of Cash Flows provide information on cash flows from operating, investing, and financing activities for the years ended December 31, 2017, 2016, and 2015. The level of cash and cash equivalents increased $414.3 million during 2017 and $6.7 million in 2016 compared to a decrease of $40.3 million in 2015. During 2017, cash provided by financing activities was greater than cash used by operating and investing activities, whereas in 2016 and 2015 the cash provided by operating and financing activities was more than cash provided by investing activities.

Net cash provided by financing activities was $1.8 billion in 2017 compared to $2.3 billion in 2016. In 2017, FHN had financing cash inflows of $2.1 billion related to an increase in short-term borrowings, primarily FHLB borrowings used to fund loan growth; however these were somewhat offset by a decrease in deposit balances and an increase in cashdividends relative to 2016. Net cash used by investing activities was $1.3 billion in 2017 as compared to $2.5 billion in 2016. Investing outflows in 2017 were primarily driven by increases in loan balances and interest-bearing cash of $808.4 million and $121.4 million, respectively, as well as $336.6 million of net cash payments associated with the CBF and Coastal acquisitions. Net cash used by operating activities was $17.4 million in 2017 compared to net cash provided by operating activities of $182.7 million in 2016. Operating cash flows in 2017 were negatively impacted by a net increase in loans HFS within the fixed income segment as well as cash outflows of $384.2 million related to fixed income activities, but were favorably impacted by cash-related net income items and a $226.2 million net decrease in operating assets and liabilities.

Net cash provided by financing activities was $2.3 billion in 2016 compared to $111.0 million in 2015. In 2016, financing cash inflows were positively affected by a $2.7 billion increase in deposits, due in large part to increases in insured network deposits and commercial customer deposits, but were somewhat offset by $267.5 million in payments of long-term borrowings, which included the maturity of $250 million of subordinated notes. Additionally, share repurchases and dividend payments negatively affected financing cash flows in 2016, offsetting a portion of the increase in cash provided by financing activities. Net cash provided by operating activities was $182.7 million in 2016 compared to $367.0 million in 2015. Operating cash flows in 2016 were favorably driven by cash-related net income items, but were negatively affected by a $165.0 million cash contribution to the qualified pension plan in third quarter and net changes in operating assets and liabilities of $43.7 million. Net cash used by investing activities was $2.5 billion in 2016 compared to $518.4 million in 2015. Investing cash outflows in 2016 were primarily attributable to loan growth within the regional bank, including the purchase of $537.4 million UPB of franchise finance loans in third quarter. Additionally, a $457.2 million increase in interest-bearing cash, as well as net cash outflows related to the purchases of AFS securities and premises and equipment also negatively impacted investing cash flows in 2016.

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Net cash used by investing activities was $518.4 million in 2015. Cash outflows in 2015 were primarily attributable to loan growth within the regional bank and a $332.2 million net decrease in cash related to the available-for-sale securities portfolio, as purchases were greater than cash inflows from sales and maturities. These cash outflows were somewhat offset by a $1.0 billion decrease in interest-bearing cash which positively affected cash flows from investing activities. Net cash provided by operating activities was $367.0 million in 2015. Operating cash flows in 2015 were favorably driven by cash-related net income items and a $266.7 million net increase in cash related to fixed income activities, but were somewhat offset by cash outflows related to operating assets and liabilities of $118.0 million. Net cash provided by financing activities was $111.0 million in 2015. In 2015 financing cash inflows were favorably impacted by a $1.6 billion increase in deposits, largely the result of an increase in commercial customer deposits and the timing of a new correspondent banking product which resulted in a shift in funding from short-term borrowings. Additionally, proceeds from the issuance of $500.0 million of senior notes in 2015 positively affected financing cash flows. These inflows were partially offset by cash outflows related to long-term debt, including the maturity of $500 million of senior notes and $304 million of subordinated notes, as well as the redemption of $206 million of junior subordinated debt underlying trust preferred securities. Additionally, an $816.3 million decrease in short-term borrowings, due in part to the shift in funding associated with the new product offering in correspondent banking previously mentioned, as well as dividends paid and share repurchases negatively impacted cash from financing activities in 2015.

REPURCHASE OBLIGATIONS, OFF-BALANCE SHEET ARRANGEMENTS, AND OTHER CONTRACTUAL OBLIGATIONS

Obligations from Legacy Mortgage Businesses

Overview

Prior to September 2008 FHN originated loans through its legacy mortgage business, primarily first lien home loans, with the intention of selling them. Sales typically were effected either as non-recourse whole loan sales or through non-recourse proprietary securitizations. Conventional conforming single-family residential mortgage loans were sold predominately to two GSEs: Fannie Mae and Freddie Mac. Also, federally insured or guaranteed whole loans were pooled, and payments to investors were guaranteed through Ginnie Mae. Many mortgage loan originations, especially nonconforming mortgage loans, were sold to investors, or certificate-holders, predominantly through FH proprietary securitizations but also, to a lesser extent, through other whole loans sold to private non-Agency purchasers. FHN used only one trustee for all of its FH proprietary securitizations. FHN also originated mortgage loans eligible for FHA insurance or VA guaranty. In addition, FHN originated and sold HELOCs and second lien mortgages through other whole loans sold to private purchasers and, to a lesser extent, through FH proprietary securitizations. Currently, only one FH securitization of HELOCs remains outstanding.

For non-recourse loan sales, FHN has exposure for repurchase of loans, make-whole damages, or other related damages, arising from claims that FHN breached its representations and warranties made at closing to the purchasers, including GSEs, other whole loan purchasers, and the trustee of FH proprietary securitizations.

During the time these legacy activities were conducted, FHN frequently sold mortgage loans “with servicing retained.” As a result, FHN accumulated substantial amounts of MSR on its balance sheet, as well as contractual servicing obligations and related deposits and receivables. FHN conducted a significant servicing business under its First Horizon Home Loans brand.

MI was required by GSE rules for certain of the loans sold to GSEs and was also provided for certain of the loans that were securitized. MI generally was provided for first lien loans sold or securitized having an LTV ratio at origination of greater than 80 percent.

In 2007, market conditions deteriorated to the point where mortgage-backed securitizations could no longer be sold economically; FHN’s last securitization occurred that year. FHN continued selling mortgage loans to GSEs until August 31, 2008, when FHN sold its national mortgage origination and servicing platforms along with a portion of its servicing assets and obligations. FHN then contracted to have its remaining servicing obligations sub-serviced. Since the platform sale FHN has sold substantially all remaining servicing assets and obligations in several transactions.

Repurchase and Make-Whole Obligations

Starting in 2009 FHN received a high number of claims either to repurchase loans from the purchaser or to pay the purchaser to “make them whole” for economic losses incurred. These claims have been driven primarily by loan delinquencies. In repurchase or make-whole claims a loan purchaser typically asserts that specified loans violated representations and warranties FHN made when the loans were sold. A significant majority of claims received overall have come from GSEs, and the

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remainder are from purchasers of other whole loan sales. FHN has not received a loan repurchase or make-whole claim from the FH proprietary securitization trustee.

Generally, FHN reviews each claim and MI cancellation notice individually. FHN’s responses include appeal, provide additional information, deny the claim (rescission), repurchase the loan or remit a make-whole payment, or reflect cancellation of MI.

After several years resolving repurchase and make-whole claims with each GSE on a loan-by-loan basis, in 2013 and 2014 FHN entered into DRAs with the GSEs, resolving a substantial majority of potential claims. Starting in 2014 the overall number of such claims diminished substantially, primarily as a result of the DRAs. Each DRA resolved obligations associated with loans originated from 2000 to 2008, but certain obligations and loans were excluded. Under each DRA, FHN remains responsible for repurchase obligations related to certain excluded defects (such as title defects and violations of the GSE’s Charter Act) and FHN continues to have loan repurchase or monetary compensation obligations under the DRAs related to private mortgage insurance rescissions, cancellations, and denials (with certain exceptions). FHN also has exposure related to loans where there has been a prior bulk sale of servicing, as well as certain other whole-loan sales. With respect to loans where there has been a prior bulk sale of servicing, FHN is not responsible for MI cancellations and denials to the extent attributable to the acts of the current servicer.

While large portions of repurchase claims from the GSEs were settled with the DRAs, comprehensive settlement of repurchase, make-whole, and indemnity claims with non-Agency claimants is not practical. Such claims that are not resolved by the parties can, and sometimes have, become litigation.

FH Proprietary Securitization Actions

FHN has potential financial exposure from FH proprietary securitizations outside of the repurchase/make-whole process. Several investors in certificates sued FHN and others starting in 2009, and several underwriters or other counterparties have demanded that FHN indemnify and defend them in securitization lawsuits. The pending suits generally assert that disclosures made to investors in the offering and sale of certificates were legally deficient. A number of those matters have settled or otherwise been resolved. See Note 17 – Contingencies and Other Disclosures for a discussion of certain actions pending against FHN in relation to FH proprietary securitizations.

Servicing Obligations

FHN’s national servicing business was sold as part of the platform sale in 2008. A significant amount of MSR was sold at that time, and a significant amount was retained. The related servicing activities, including foreclosure and loss mitigation practices, not sold in 2008 were outsourced through a three-year subservicing arrangement (the “2008 subservicing agreement”) with the platform buyer (the “2008 subservicer”). The 2008 subservicing agreement expired in 2011 when FHN entered into a replacement agreement with a new subservicer (the “2011 subservicer”). In fourth quarter 2013, FHN contracted to sell a substantial majority of its remaining servicing obligations and servicing assets (including advances) to the 2011 subservicer. The servicing was transferred to the buyer in stages, and was substantially completed in first quarter 2014. The servicing still retained by FHN is not significant and continues to be subserviced.

As servicer, FHN had contractual obligations to the owners of the loans (primarily GSEs) and securitization trustees to handle billing, custodial, and other tasks related to each loan. Each subservicer undertook to perform those obligations on FHN’s behalf during the applicable subservicing period, although FHN legally remained the servicer of record for those loans that were subserviced.

The 2008 subservicer has been subject to a consent decree, and entered into a settlement agreement, with regulators related to alleged deficiencies in servicing and foreclosure practices. The 2008 subservicer has made demands of FHN, under the 2008 subservicing agreement, to pay certain resulting costs and damages totaling $43.5 million. FHN disagrees with those demands and has made no payments. This disagreement has the potential to result in litigation and, in any such future litigation, the claim against FHN may be substantial.

As mentioned in Note 17—Contingencies and Other Disclosures—FHN has received a notice of indemnification claims from its 2011 subservicer, Nationstar Mortgage LLC, currently doing business as “Mr. Cooper.” The notice asserts several categories of indemnity obligations by FHN to Nationstar in connection with mortgage loans under the subservicing arrangement and under the purchase transaction. This matter currently is not in formal litigation, but litigation in the future is possible.

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Origination Data

From 2005 through 2008, FHN originated and sold $69.5 billion of mortgage loans to the Agencies. This includes $57.6 billion of loans sold to GSEs and $11.9 billion of loans guaranteed by Ginnie Mae. Although FHN conducted these businesses before 2005, GSE loans originated in 2005 through 2008 account for a substantial majority of all repurchase requests/make-whole claims received since the 2008 platform sale.

From 2005 through 2007, $26.7 billion of mortgage loans were included in FH proprietary securitizations. The last FH securitization occurred in 2007. On December 31, 2017, the remaining UPB of loans held in FH proprietary securitizations was $3.0 billion, comprised of $2.2 billion of Alt-A loans and $.8 billion of Jumbo loans.

Mortgage-Related Glossary

Agencies	the two GSEs and Ginnie Mae	HELOC	home equity line of credit
certificates	securities sold to investors representing interests in mortgage loan securitizations	HUD	Dept. of Housing and Urban Development
DOJ	U.S. Department of Justice	LTV	loan-to-value, a ratio of the loan amount divided by the home value
DRA	definitive resolution agreement with a GSE	MI	private mortgage insurance, insuring against borrower payment default
Fannie Mae, Fannie, FNMA	Federal National Mortgage Association	MSR	mortgage servicing rights
FH proprietary securitization	securitization of mortgages sponsored by FHN under its First Horizon brand	nonconforming loans	loans that did not conform to Agency program requirements
FHA	Federal Housing Administration	other whole loans sold	mortgage loans sold to private, non-Agency purchasers
Freddie Mac, Freddie, FHLMC	Federal Home Loan Mortgage Corporation	2008 platform sale, platform sale, 2008 sale	FHN’s sale of its national mortgage origination and servicing platforms in 2008
Ginnie Mae, Ginnie, GNMA	Government National Mortgage Association	pipeline or active pipeline	pipeline of mortgage repurchase, make-whole, & certain related claims against FHN
GSEs	Fannie Mae and Freddie Mac	VA	Veterans Administration

Active Pipeline

FHN accumulates the amount of repurchase requests, make-whole claims, and certain other related claims into the “active pipeline.” The active pipeline includes the amount of claims for loan repurchase, make-whole payments, loans as to which MI has been canceled, and information requests from purchasers of loans originated and sold through FHN’s legacy mortgage banking business. MI was required for certain of the loans sold to GSEs or that were securitized. Although unresolved MI cancellation notices are not formal repurchase requests, FHN includes those loans in the active pipeline. Additionally, FHN is responsible for covering losses for purchasers to the extent there is a shortfall in MI insurance coverage (MI curtailment). Generally, the amount of a loan subject to a repurchase/make-whole claim, or with open MI issues, remains in the active pipeline throughout the resolution process with a claimant. Through June 2016 the active pipeline decreased, due in part to settlements and other resolutions, but also due to significant reductions in inflows. The pipeline is now relatively flat at a much

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lower level due to a slower pace of inflows and resolutions. On December 31, 2017, the active pipeline was $44.1 million,down from$51.7 million on December 31, 2016.

The following table provides the number and unpaid principal amount of loans in the active repurchase request pipeline, including related unresolved MI notices and other requests as of December 31, 2017 and 2016.

Table 29—Active Pipeline

	December 31, 2017			December 31, 2016
(Dollars in thousands)	Number	Amount		Number	Amount
Repurchase/make whole requests:
Agencies	32	$	4,661	23	$	4,196
Non-Agency whole loan-related	118	17,927		126	19,214
MI	85	13,843		147	23,171
Other requests (a)	49	7,637		37	5,122
Total	284	$	44,068	333	$	51,703

(a) Other requests typically include requests for additional information from both GSE and non-GSE purchasers.

On December 31, 2017, Agencies accounted for approximately 55 percentof the total active pipeline, inclusive of MI cancellation notices, MI curtailments, and all other claims. MI curtailment requests, the largest portion of the active pipeline, are intended only to cover the shortfall in MI insurance proceeds. As a result, FHN’s loss from MI curtailments as a percentage of UPB generally is significantly lower than that of a repurchase or make-whole claim. AtDecember 31, 2017, the active pipeline contained no loan repurchase or make-whole requests from the FH proprietary securitization trustee related to first lien mortgage loans based on claims related to breaches of representations and warranties related to origination.

Repurchase Accrual Methodology

Over the past several years 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.

Repurchase Accrual Approach

Repurchase/Make-whole and Damages obligations and estimates for probable incurred losses associated with loan populations excluded from the DRAs are significant components of FHN’s remaining repurchase liability as of December 31, 2017. Other components of that liability primarily relate to other whole loans sold, MI rescissions, and loans included in bulk servicing sales effected prior to the DRAs.

In determining the loss content of GSE loans subject to repurchase requests excluded from the DRAs (primarily loans included in bulk sales), FHN applies a vintage level estimate of loss to all loans sold to the GSEs that were not included in the settlements and which have not had a prior repurchase resolution. First, pre-payment, default, and claim rate estimates are applied by vintage to estimate the aggregate claims expected but not yet resolved. Historical loss factors for each sale vintage and repurchase rates are then applied to estimate total loss content. Loss content related to other whole loan sales is estimated by applying the historical average repurchase and loss severity rates to the current UPB in the active pipeline to calculate estimated losses attributable to the current pipeline. FHN then uses an internal model to calculate loss content by applying historical average repurchase and loss severity rates to historical average inflows. For purposes of estimating loss content, FHN also considers MI cancellations. When assessing loss content related to loans where MI has been cancelled, FHN applies historical loss factors (including repurchase rates and loss severity ratios) to the total unresolved MI cancellations in the active pipeline, as well as applying these factors to historical average inflows to estimate loss content. Additionally, FHN identifies estimated losses related to MI curtailment requests. Management also evaluates the nature of claims from purchasers and/or servicers of loans sold to determine if qualitative adjustments are appropriate.

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Repurchase and Foreclosure Liability

The repurchase and foreclosure liability is comprised of reserves to cover estimated loss content in the active pipeline, as well as estimated loss content related to certain known claims not currently included in the active pipeline. FHN compares the estimated probable incurred losses determined under the applicable loss estimation approaches described above 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 following table provides a rollforward of the legacy mortgage repurchase liability during 2017 and 2016:

Table 30—Reserves for Repurchase and Foreclosure Losses

(Dollars in thousands)	2017			2016
Legacy Mortgage
Beginning balance	$	65,309		$	114,947
Provision/(provision credit) for repurchase and foreclosure losses (a)	(22,527		)	(32,722		)
Net realized losses	(9,226		)	(16,916		)
Balance on December 31	$	33,556		$	65,309

(a) Year ended December 31, 2017 and 2016 include $20.0 million and $31.4 million, respectively, related to the settlement of certain repurchase claims.

Other FHN Mortgage Exposures

At December 31, 2017, FHN had not accrued a liability for exposure for repurchase of first-lien loans related to FH proprietary securitizations arising from claims from the trustee that FHN breached its representations and warranties in FH proprietary securitizations at closing. FHN’s trustee is a defendant in lawsuits in which the plaintiffs have asserted that the trustee has duties to review loans and otherwise to act against FHN outside of the duties specified in the applicable trust documents; FHN is not a defendant and is not able to assess what, if any, exposure FHN may have as a result of them.

FHN is defending, directly or as indemnitor, certain pending lawsuits brought by purchasers of certificates in FH proprietary securitizations or their assignees. FHN believes a new lawsuit based on federal securities claims that offering disclosures were deficient cannot be brought at this time due to the running of applicable limitation periods, but other investor claims, based on other legal theories, might still be possible. Due to the sales of MSR from 2008 through 2014, FHN has limited visibility into current loan information such as principal payoffs, refinance activity, delinquency trends, and loan modification activity.

Many non-GSE purchasers of whole loans from FHN included those loans in their own securitizations. Regarding such other whole loans sold, FHN made representations and warranties concerning the loans and provided indemnity covenants to the purchaser/securitizer. Typically the purchaser/securitizer assigned key contractual rights against FHN to the securitization trustee. As mentioned above, repurchase, make-whole, indemnity, and other monetary claims related to specific loans are included in the active pipeline and repurchase reserve. In addition, currently the following categories of actions are pending which involve FHN and other whole loans sold: (i) FHN has received indemnification requests from purchasers of loans or their assignees in cases where FHN is not a defendant; (ii) FHN has received subpoenas seeking loan reviews in cases where FHN is not a defendant; and (iii) FHN has received repurchase, indemnity, and other demands from purchasers or their assignees. At December 31, 2017, FHN’s repurchase and foreclosure liability included certain known exposures from other whole loans sold.

Other Contractual Obligations

Pension obligations are funded by FHN to provide current and future benefits to participants in FHN’s noncontributory, defined benefit pension plan. On December 31, 2017, the annual measurement date, pension obligations (representing the present value of estimated future benefit payments), including obligations of the unfunded plans, were $840.9 million with $881.2 million of assets (measured at current fair value) in the qualified plan’s trust to fund the qualified plan’s obligations. The discount rate for 2017 of 3.76 percent for the qualified pension plan and 3.59 percent for the nonqualified supplemental executive retirement plan was determined by using a hypothetical AA yield curve represented by a series of annualized individual discount rates from one-half to thirty years. The discount rates for the pension and nonqualified supplemental executive retirement plans are selected based on data specific to FHN’s plans and participant populations. See Note 18 - Pension, Savings, and Other Employee Benefits for additional information. As of December 31, 2017, the plan assets exceeded the projected benefit

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obligation and the accumulated benefit obligation for the qualified pension plan. 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 contributed $165 million to the qualified pension plan in third quarter 2016. No contributions were made to the qualified pension plan in 2017. In December 2017 FHN contributed $5.1 million to pension plans acquired from CBF, resulting in those plans being almost fully funded. Management has assessed the need for future contributions, and does not currently anticipate that FHN will make a contribution to the qualified pension plan in 2018.

The nonqualified pension plans and other postretirement benefit plans, excluding the retiree medical plan, are unfunded. Benefit payments under the non-qualified plans were $5.4 million in 2017. FHN anticipates 2018 benefit payments to be $5.7 million.

FHN has various other financial obligations which may require future cash payments. The following table sets forth contractual obligations representing required and potential cash outflows as of December 31, 2017. Purchase obligations represent obligations under agreements to purchase goods or services that are enforceable and legally binding on FHN and that specify all significant terms, including fixed or minimum quantities to be purchased; fixed, minimum, or variable price provisions; and the approximate timing of the transaction. In addition, FHN enters into commitments to extend credit to borrowers, including loan commitments, standby letters of credit, and commercial letters of credit. These commitments do not necessarily represent future cash requirements in that these commitments often expire without being drawn upon and are not included in the table.

Table 31—Contractual Obligations

	Payments due by period (a)
	Less than		1 year -		3 years -		After 5
(Dollars in thousands)	1 year		< 3 years		< 5 years		years		Total
Contractual obligations:
Time deposit maturities (b) (c)	$	2,001,083	$	767,798	$	538,543	$	15,497	$	3,322,921
Term borrowings (b) (d)	7,401		900,000		209		353,866		1,261,476
Annual rental commitments under noncancelable leases (b) (e)	29,862		52,844		39,015		59,069		180,790
Purchase obligations	83,879		58,848		16,841		8,893		168,461
Total contractual obligations	$	2,122,225	$	1,779,490	$	594,608	$	437,325	$	4,933,648

(a) Excludes a $4.3 million liability for unrecognized tax benefits as the timing of payment cannot be reasonably estimated.

(b) Amounts do not include interest.

(c) See Note 8 - Time Deposit Maturities for further details.

(d) See Note 10 - Term Borrowings for further details.

(e) See Note 6 - Premises, Equipment and Leases for further details.

MARKET UNCERTAINTIES AND PROSPECTIVE TRENDS

FHN’s future results could be affected both positively and negatively by several known trends. Key among those are FHN’s strategic initiatives, changes in the U.S. economy and outlook, government actions affecting interest rates, and potential changes in federal policies. In addition, legacy matters in the non-strategic segment are likely to continue to impact FHN’s annual results in ways which are both difficult to predict and unrelated to current operations.

FHN has prioritized expense discipline to include reducing or controlling certain expenses and investing in revenue-producing activities and critical infrastructure. FHN has actively pursued acquisition opportunities while maintaining a disciplined approach to valuations. FHN remains committed to organic growth through customer retention, key hires, targeted incentives, and other traditional means.

Performance by FHN, and the entire U.S. financial services industry, is affected considerably by the overall health of the U.S. economy. The most recent recession ended in 2009. Growth during the economic expansion since 2009 largely has been muted, compared to earlier recoveries, and somewhat inconsistent from one quarter to the next. Though the economic expansion is over 8 years old, currently the U.S. economy does not appear to be weakening or falling back into recession. In fact, during 2017 many signs pointed to economic strengthening. A continuation of the current expansion would support, rather than hinder, future loan and other financial activity growth by our customers.

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Starting in 2015 through 2017, the Federal Reserve has raised short-term interest rates five times, in each case by 25 basis points, signaling a willingness to continue to raise rates in a measured fashion depending on economic data and trends. If the Fed continues to raise rates, FHN’s net interest margin in the future is likely to continue an improving trend.  A steeper yield curve should also bolster activity within FHN’s Fixed Income business.  However, if future economic data shows a risk of lower growth or recession, interest rates may stall or even fall, which likely would adversely impact FHN’s net interest margin.  Falling and/or moderately volatile interest rates, however, should enhance activity within FHN’s Fixed Income business.  Also, if Fed actions cause long-term rates to rise slower than short-term rates, then the yield curve would flatten, which would adversely impact FHN’s net interest margin.

FHN cannot predict the timing, resolution and effects of potential new legislation. The potential legislative actions which currently seem the most likely to be impactful to FHN include general regulatory reform and financial regulatory reform, both of which can affect the overall economy and FHN customers as well as FHN directly.

Lastly, while FHN has made significant progress in resolving matters from the legacy mortgage business, some matters remain unresolved. The timing or financial impact of resolution of these matters, most of which are in litigation, cannot be predicted with accuracy. Accordingly, the non-strategic segment is expected to occasionally and unexpectedly impact FHN’s overall quarterly results negatively or positively with reserve accruals or releases. Also, although new legacy matters of significance arise at a much slower pace than in years past and some formerly common legal claims no longer can be made due to the passage of time, potential for new legacy matters remains.

Foreclosure Practices

All lenders are affected by the heightened regulation of servicing, foreclosure, and loss mitigation practices, at both federal and state levels, implemented since 2009. In addition, FHN retains exposure for potential deficiencies in servicing related to its legacy servicing business and subservicing arrangements. Further details regarding these legacy matters are provided in “Obligations from Legacy Mortgage Businesses – Overview – Servicing Obligations” under “Repurchase Obligations, Off-Balance Sheet Arrangements, and Other Contractual Obligations.”

CRITICAL ACCOUNTING POLICIES

ALLOWANCE FOR LOAN LOSSES

Management’s policy is to maintain the ALLL at a level sufficient to absorb estimated probable incurred losses in the loan portfolio. Management performs periodic and systematic detailed reviews of its loan portfolio to identify trends and to assess the overall collectability of the loan portfolio. Accounting standards require that loan losses be recorded when management determines it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. Management believes the accounting estimate related to the ALLL is a “critical accounting estimate” as: (1) changes in it can materially affect the provision for loan losses and net income, (2) it requires management to predict borrowers’ likelihood or capacity to repay, often under uncertain economic conditions, and (3) it requires management to distinguish between losses incurred as of a balance sheet date and losses expected to be incurred in the future. Accordingly, this is a highly subjective process and requires significant judgment since it is often difficult to determine when specific loss events may actually occur. The ALLL is increased by the provision for loan losses and recoveries and is decreased by charged-off loans. Principal loan amounts are charged off against the ALLL in the period in which the loan or any portion of the loan is deemed to be uncollectible. This critical accounting estimate applies to the regional banking, non-strategic, and corporate segments. A management committee comprised of representatives from Risk Management, Finance, Credit, and Treasury performs a quarterly review of the assumptions used in FHN’s ALLL analytical models, makes qualitative assessments of the loan portfolio, and determines if qualitative adjustments should be recommended to the modeled results. On a quarterly basis, as a part of Enterprise Risk reporting and discussion, management addresses credit reserve adequacy and credit losses with the Executive and Risk Committee of FHN’s Board of Directors.

FHN believes that the critical assumptions underlying the accounting estimates made by management include: (1) the commercial loan portfolio has been properly risk graded based on information about borrowers in specific industries and specific issues with respect to single borrowers; (2) borrower specific information made available to FHN is current and accurate; (3) the loan portfolio has been segmented properly and individual loans have similar credit risk characteristics and will behave similarly; (4) known significant loss events that have occurred were considered by management at the time of assessing the adequacy of the ALLL; (5) the adjustments for economic conditions utilized in the allowance for loan losses estimate represent actual incurred losses; (6) the period of history used for historical loss factors are most reflective of the current environment; (7) the estimate of the time it takes for a loss event to occur and loss to be recognized (the loss emergence period) is most reflective of the current environment; and (8) the reserve rates, as well as other adjustments estimated by

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management for current events, trends, and conditions, utilized in the process reflect an estimate of losses that have been incurred as of the date of the financial statements.

While management uses the best information available to establish the ALLL, future adjustments to the ALLL and methodology may be necessary if economic or other conditions differ substantially from the assumptions used in making the estimates. Such adjustments to original estimates, as necessary, are made in the period in which these factors and other relevant considerations indicate that loss levels vary from previous estimates.

See Note 1 - Summary of Significant Accounting Policies and Note 5 - Allowance for Loan Losses for detail regarding FHN’s processes, models, and methodology for determining the ALLL.

REPURCHASE AND FORECLOSURE LIABILITY

Repurchase Accrual Methodology

FHN has established a liability for loan repurchase, make-whole payments, indemnity, and certain other monetary obligations related to national mortgage loan origination and servicing businesses which FHN sold in 2008. The information, including the definitions of certain terms, contained in “Obligations from Legacy Mortgage Businesses” under “Repurchase Obligations, Off-Balance Sheet Arrangements, and Other Contractual Obligations” above should be reviewed before reading this section.

Estimating probable losses associated with FHN's repurchase obligations for alleged breaches of representations and warranties related to prior Agency and other whole loan sales requires significant management judgment and assumptions. The loss estimation process relies on historical observed trends that may or may not be representative of future actual results. Those trends include observed loss severities, resolution statistics, delinquency trends, and historical average loan sizes. Additionally, the level of repurchase/make-whole request and associated losses are affected by external factors such as GSE review practices and selection criteria (for loans sold to GSEs excluded from the DRAs), housing prices, actions of purchasers and/or servicers of previously sold loans, actions of MI companies, and economic conditions, all of which could change in the future.

In making these estimates and assumptions FHN has contemplated, among other things, the DRAs, estimates of FHN's repurchase or monetary exposure related to loans excluded from the DRAs, and estimates of FHN's repurchase or monetary exposure related to certain other whole loan sales. Additionally, FHN continues to monitor claims included in the active pipeline, claims from other parties for which loans are not identified, historical repurchase rates, and loss severities.

Based on currently available information and experience to date, FHN has evaluated its exposure under these obligations and accordingly had reserved for losses of $34.2 million and $66.0 million as of December 31, 2017 and 2016, respectively, including a smaller amount related to equity-lending junior lien loan sales. Accrued liabilities for FHN’s estimate of these obligations are reflected in Other liabilities on the Consolidated Statements of Condition. Charges to increase/(decrease) the liability are included within Repurchase and foreclosure provision on the Consolidated Statements of Income. The estimate is based upon currently available information and fact patterns that exist as of the 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. FHN continues to monitor trends in claims activity, loss severities, success rates, GSE review practices, MI cancellations, and the status of other claims in order to assess the adequacy of the repurchase liability. At December 31, 2017, FHN had not accrued a liability for exposure for repurchase of first-lien loans related to FH proprietary securitizations arising from claims from the trustee that FHN breached its representations and warranties in FH proprietary securitizations at closing.

GOODWILL AND ASSESSMENT OF IMPAIRMENT

FHN’s policy is to assess goodwill for impairment at the reporting unit level on an annual basis or between annual assessments if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. FHN also allocates goodwill to the disposal of portions of reporting units in accordance with applicable accounting standards. FHN performs impairment analysis when these disposal actions indicate that an impairment of goodwill may exist. Reporting units have been defined as the same level as the operating business segments.

Companies are permitted to make a qualitative assessment of whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill, when determining whether the quantitative assessment should be performed. If FHN concludes that it is more likely than not that a reporting unit's fair value is less than its carrying value, or if management elects, the quantitative analysis is performed. In 2017, FHN performed a qualitative analysis for its regional banking and fixed income reporting units and determined that it was more likely than not that the fair values of both reporting

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units exceed their carrying values. In performing its evaluation, FHN considered both positive and negative factors that could affect the status of the regional banking and fixed income reporting units since the most recent quantitative analysis, which was performed in 2016. The factors included trends in revenues and expenses, changes in financial projections, macroeconomic considerations including interest rates, changes in the carrying values of the reporting units and available market pricing evidence.

In 2016, FHN engaged an independent valuation expert to assist in the computation of the fair value estimates of each reporting unit as part of its annual assessment. The 2016 assessment for the regional banking reporting unit utilized three separate methodologies: a discounted cash flow model, a comparison to similar public companies’ trading values, and a comparison to recent acquisition values. A weighted average calculation was performed to determine the estimated fair value of the regional banking reporting unit. A discounted cash flow methodology was utilized in determining the fair value of the fixed income reporting unit. The most recent valuations as of October 1, 2016, indicated no goodwill impairment in either of the reporting units with goodwill. As of the most recent quantitative assessment, the fair values of regional banking and fixed income substantially exceeded their carrying values.

Management believes the accounting estimates associated with determining fair value as part of the goodwill impairment test is a “critical accounting estimate” because estimates and assumptions are made about FHN’s future performance and cash flows, as well as other prevailing market factors (e.g., interest rates, economic trends, etc.). FHN’s policy allows management to make the determination of fair value using appropriate valuation methodologies and inputs, including utilization of market observable data and internal cash flow models. If a charge to operations for impairment results, this amount would be reported separately as a component of noninterest expense. This critical accounting estimate applies to the regional banking and fixed income business reporting units. As of December 31, 2017, the corporate and non-strategic reporting units had no associated goodwill.

When performed, the quantitative impairment testing process conducted by FHN begins by assigning net assets and goodwill to each reporting unit. FHN then completes “step one” of the impairment test by comparing the fair value of each reporting unit with the value (carrying amount) of its net assets, with goodwill included in the computation of the carrying amount. The carrying value of a reporting unit is based on the amount of allocated equity as determined by FHN’s internal management methodologies. FHN does not maintain a record of equity consistent with GAAP at the reporting unit level. Allocated equity is utilized in certain internal performance measures for segments, including return on tangible common equity. In determining the amount of equity allocated to each reporting unit, FHN utilizes a risk-adjusted methodology that incorporates each reporting unit’s credit, market, interest rate, operational, legal, and compliance risks. Unallocated equity is retained in the corporate reporting unit, which has no goodwill. As of the most recent measurement date unallocated equity primarily related to FHN’s capital deployment initiatives, including potential share buybacks, potential dividend increases, and potential acquisitions.

If the fair value of a reporting unit exceeds its carrying amount, goodwill of that reporting unit is not considered impaired, and “step two” of the impairment test is not necessary. If the carrying amount of a reporting unit exceeds its fair value, step two of the impairment test would be performed to determine the amount of impairment. Step two of the impairment test requires a comparison of the carrying amount of the reporting unit’s goodwill to the “implied fair value” of that goodwill. The implied fair value of goodwill is computed by assuming all assets and liabilities of the reporting unit would be adjusted to the current fair value, with the offset as an adjustment to goodwill. This adjusted goodwill balance would be the implied fair value used in step two. An impairment charge would be recognized for the amount by which the carrying amount of goodwill exceeds its implied fair value.

In connection with obtaining the independent valuation in 2016, management provided certain data and information that was utilized in the estimation of fair value. This information included budgeted and forecasted earnings of FHN at the reporting unit level. Management believes that this information is a critical assumption underlying the estimate of fair value. Other assumptions critical to the process were also made, including discount rates, interest rate changes, asset and liability growth rates, and other income and expense estimates.

While management uses 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.

INCOME TAXES

FHN is subject to the income tax laws of the U.S. and the states and jurisdictions in which it operates. FHN accounts for income taxes in accordance with ASC 740, Income Taxes. Significant judgments and estimates are required in the determination of the consolidated income tax expense. FHN income tax expense, deferred tax assets and liabilities, and liabilities for unrecognized tax benefits reflect management’s best estimate of current and future taxes to be paid.

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Income tax expense consists of both current and deferred taxes. Current income tax expense is an estimate of taxes to be paid or refunded for the current period and includes income tax expense related to uncertain tax positions. A DTA or a DTL is recognized for the tax consequences of temporary differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. Deferred taxes can be affected by changes in tax rates applicable to future years, either as a result of statutory changes or business changes that may change the jurisdictions in which taxes are paid. Additionally, DTAs are subject to a “more likely than not” test to determine whether the full amount of the DTAs should be realized in the financial statements. FHN evaluates the likelihood of realization of the DTA based on both positive and negative evidence available at the time, including (as appropriate) scheduled reversals of DTLs, projected future taxable income, tax planning strategies, and recent financial performance. Realization is dependent on generating sufficient taxable income prior to the expiration of the carryforwards attributable to or generated with respect to the DTA. In projecting future taxable income, FHN incorporates assumptions including the amount of future state and federal pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates used to manage the underlying business. If the “more likely than not” test is not met, a valuation allowance must be established against the DTA.

The income tax laws of the jurisdictions in which FHN operate are complex and subject to different interpretations by the taxpayer and the relevant government taxing authorities. In establishing a provision for income tax expense, FHN must make judgments and interpretations about the application of these inherently complex tax laws. Interpretations may be subjected to review during examination by taxing authorities and disputes may arise over the respective tax positions. FHN attempts to resolve disputes that may arise during the tax examination and audit process. However, certain disputes may ultimately be resolved through the federal and state court systems.

FHN monitors relevant tax authorities and revises estimates of accrued income taxes on a quarterly basis. Changes in estimates may occur due to changes in income tax laws and their interpretation by the courts and regulatory authorities. Revisions of estimates may also result from income tax planning and from the resolution of income tax controversies. Such revisions in estimates may be material to operating results for any given period.

See also Note 15 - Income Taxes for additional information.

CONTINGENT LIABILITIES

A liability is contingent if the amount or outcome is not presently known, but may become known in the future as a result of the occurrence of some uncertain future event. FHN estimates its contingent liabilities based on management’s estimates about the probability of outcomes and their ability to estimate the range of exposure. Accounting standards require that a liability be recorded if management determines that it is probable that a loss has occurred and the loss can be reasonably estimated. In addition, it must be probable that the loss will be confirmed by some future event. As part of the estimation process, management is required to make assumptions about matters that are by their nature highly uncertain.

The assessment of contingent liabilities, including legal contingencies, involves the use of critical estimates, assumptions, and judgments. Management’s estimates are based on their belief that future events will validate the current assumptions regarding the ultimate outcome of these exposures. However, there can be no assurance that future events, such as court decisions or decisions of arbitrators, will not differ from management’s assessments. Whenever practicable, management consults with third-party experts (e.g., attorneys, accountants, claims administrators, etc.) to assist with the gathering and evaluation of information related to contingent liabilities. Based on internally and/or externally prepared evaluations, management makes a determination whether the potential exposure requires accrual in the financial statements.

See Note 17 - Contingencies and Other Disclosures for additional information.

ACCOUNTING CHANGES ISSUED BUT NOT CURRENTLY EFFECTIVE

Refer to Note 1 – Summary of Significant Accounting Policies for a detail of accounting standards that have been issued but are not currently effective, which section is incorporated into this MD&A by this reference.

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Table 32 - Summary of Quarterly Financial Information

		2017											2016
		Fourth			Third		Second			First			Fourth		Third		Second		First
(Dollars in millions except per share data)		Quarter			Quarter		Quarter			Quarter			Quarter		Quarter		Quarter		Quarter
Summary income information:
Interest income		$	287.6		$	248.1	$	235.3		$	218.8		$	219.9	$	207.0	$	197.4	$	193.7
Interest expense		45.5			38.3		34.6			29.1			24.3		21.8		21.1		21.6
Provision/(provision credit) for loan losses		3.0			—		(2.0		)	(1.0		)	—		4.0		4.0		3.0
Noninterest income		133.2			112.4		127.7			116.9			124.1		148.5		145.5		134.3
Noninterest expense		346.7			236.9		217.9			222.2			237.9		233.6		226.8		226.9
Net income/(loss)		(48.4		)	71.8		95.2			58.4			57.7		67.6		60.9		52.2
Income/(loss) available to common shareholders		(52.8		)	67.3		90.8			54.0			$	53.3	$	63.2	$	56.5	$	47.8
Earnings/(loss) per common share		$	(0.20	)	$	0.29	$	0.39		$	0.23		$	0.23	$	0.27	$	0.24	$	0.20
Diluted earnings/(loss) per common share		(0.20		)	0.28		0.38			0.23			0.23		0.27		0.24		0.20
Common stock information:
Closing price per share:
	High	$	20.55		$	19.15	$	19.06		$	20.76		$	20.61	$	15.48	$	14.70	$	14.19
	Low	18.02			16.05		16.91			17.90			14.71		13.13		12.54		11.62
	Period-end	19.99			19.15		17.42			18.50			20.01		15.23		13.78		13.10
Cash dividends declared per share		0.09			0.09		0.09			0.09			0.07		0.07		0.07		0.07

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NON-GAAP INFORMATION

The following table provides a reconciliation of non-GAAP items presented in this MD&A to the most comparable GAAP presentation:

Table 33—Non-GAAP to GAAP Reconciliation

(Dollars in thousands)	2017				2016				2015			2014			2013
Tangible Common Equity (Non-GAAP)
(A) Total equity (GAAP)	$	4,580,488			$	2,705,084			$	2,639,586		$	2,581,590		$	2,488,377
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
Total common equity	4,189,433				2,314,029				2,248,531			2,190,535			2,097,322
Less: Intangible assets (GAAP) (b)	1,571,242				212,388				217,522			175,450			163,931
(B) Tangible common equity (Non-GAAP)	2,618,191				2,101,641				2,031,009			2,015,085			1,933,391
Less : Unrealized gains/ (losses) on AFS	(21,997		)		(17,232		)		3,394			18,581			(11,241		)
securities, net of tax
(C) Adjusted tangible common equity (Non- I IGAAP)	$	2,640,188			$	2,118,873			$	2,027,615		$	1,996,504		$	1,944,632
Tangible Assets (Non-GAAP)
(D) Total assets (GAAP)	$	41,423,388			$	28,555,231			26,192,637			$	25,665,423		$	23,782,395
Less: Intangible assets (GAAP) (b)	1,571,242				212,388				217,522			175,450			163,931
(E) Tangible assets (Non-GAAP)	$	39,852,146			$	28,342,843			$	25,975,115		$	25,489,973		$	23,618,464
Average Tangible Common Equity (Non-GAAP)
Average total equity (GAAP)	$	2,970,308			$	2,691,478			$	2,581,187		$	2,591,967		$	2,518,772
Less: Average noncontrolling interest (a)	295,431				295,431				295,431			295,431			295,345
Less: Average preferred stock (a)	95,624				95,624				95,624			95,624			87,785
(F) Total average common equity	$	2,579,253			$	2,300,423			$	2,190,132		$	2,200,912		$	2,135,642
Less: Average intangible assets (GAAP) (b)	376,306				214,915				183,127			163,282			161,632
(G) Average tangible common equity (Non-	$	2,202,947			$	2,085,508			$	2,007,005		$	2,037,630		$	1,974,010
GAAP)
Net Income Available to Common Shareholders
(H) Net income available to common	$	159,315			$	220,846			$	79,679		$	216,319		$	21,066
shareholders
Risk Weighted Assets
(I) Risk weighted assets (c)	$	33,373,877			$	23,914,158			$	21,812,015		$	19,452,656		$	18,878,594
Ratios
(A)/(D) Total period-end equity to period-end	11.06			%	9.47			%	10.08		%	10.06		%	10.46			%
assets (GAAP)
(B)/(E) Tangible common equity to tangible	6.57				7.42				7.82			7.91			8.19
assets (“TCE/TA”) (Non-GAAP) (d)
(C)/(I) Adjustable tangible common equity to	7.91				8.86				9.30			10.26			10.30
risk weighted assets ("TCE/RWA") (Non-GAAP) (d)
(H)/(F) Return on average common equity	6.18				9.60				3.64			9.83			0.99
(“ROE”) (GAAP) (d)
(H)/(G) Return on average tangible common	7.23				10.59				3.97			10.62			1.07
equity (“ROTCE”) (Non-GAAP) (d)

(a)Included in Total equity on the Consolidated Statements of Condition.

(b)Includes Goodwill and other intangible assets, net of amortization.

(c)Defined by and calculated in conformity with bank regulations applicable to FHN.

(d)See Glossary of Terms for definition of ratio.

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GLOSSARY OF SELECTED FINANCIAL TERMS

Adjusted Tangible Common Equity to Risk Weighted Assets (“TCE/RWA”) - Common equity excluding intangible assets and unrealized gains/(losses) on available-for-sale securities divided by risk weighted assets.

Allowance for Loan Losses (“ALLL”) - Valuation reserve representing the amount considered by management to be adequate to cover estimated probable incurred losses in the loan portfolio.

Agencies - In this annual report, Agencies are collectively GSEs plus GNMA.

Basis Point -The equivalent of one-hundredth of one percent. One hundred basis points equals one percent. This unit is generally used to measure spreads and movements in interest yields and rates and in measures based on interest yields and rates.

Book Value Per Common Share - A ratio determined by dividing common equity at the end of a period by the number of common shares outstanding at the end of that period.

Commercial and Standby Letters of Credit -Commercial letters of credit are issued or confirmed by an entity to ensure the payment of its customers’ payables and receivables. Standby letters of credit are issued by an entity to ensure its customers’ performance in dealing with others.

Commitment to Extend Credit ("Unfunded Commitments") - Agreements to make or acquire a loan or lease as long as agreed-upon terms (e.g., expiration date, covenants, or notice) are met. Generally these commitments have fixed expiration dates or other termination clauses and may require payment of a fee.

Common Equity Tier 1 - A measure of a company's capital position under U.S. Basel III capital rules, which includes common equity less goodwill, other intangibles and certain other required regulatory deductions as defined in those rules.

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

Core Deposits -Core deposits consist of all interest-bearing and noninterest-bearing deposits, except brokered deposits and certificates of deposit over $250,000. They include checking interest deposits, money market deposit accounts, time and other savings, plus demand deposits.

Derivative Financial Instrument -A contract or agreement whose value is derived from changes in interest rates, foreign exchange rates, prices of securities or commodities, or financial or commodity indices.

Diluted Earnings/(Loss) Per Common Share (“Diluted EPS”) - Net income/(loss) available to common shareholders, divided by weighted average shares outstanding plus the effect of common stock equivalents that have the potential to be converted into common shares.

Discharged Bankruptcies -Residential real estate secured loans where the borrower has been discharged from personal liability through bankruptcy proceedings. Such loans that have not been reaffirmed by the borrower are charged down to estimated collateral value less disposition costs (net realizable value) and are reported as nonaccruing TDRs.

Discounted Cash Flow (“DCF Method”) -A valuation method based on the present value of expected future payments discounted at the loan’s effective interest rate.

Earning Assets -Assets that generate interest or dividend income or yield-related fee income, such as loans and investment securities.

Earnings/(Loss) Per Common Share (“EPS”) - Net income/(loss) available to common shareholders, divided by the weighted average number of common shares outstanding.

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.

Forward Contracts -Contracts representing commitments either to purchase or sell at a specified future date a specified security or financial instrument at a specified price, and may be settled in cash or through delivery.

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GLOSSARY OF SELECTED FINANCIAL TERMS (continued)

Government Sponsored Entities ("GSEs") -In this annual report, the term "GSEs" includes Fannie Mae and Freddie Mac.

Individually Impaired Loans -Generally, commercial loans over $1 million that are not expected to pay all contractually due principal and interest, and consumer loans that have experienced a troubled debt restructuring and are individually evaluated for impairment.

Interest Rate Caps and Floors - Contracts with notional principal amounts that require the seller, in exchange for a fee, to make payments to the purchaser if a specified market interest rate exceeds a fixed upper “capped” level or falls below a fixed lower “floor” level on specified future dates.

Interest Rate Option -A contract that grants the holder (purchaser), for a fee, the right to either purchase or sell a financial instrument at a specified price within a specified period of time or on a specified date from or to the writer (seller) of the option.

Interest Rate Swap -An agreement in which two entities agree to exchange, at specified intervals, interest payment streams calculated on an agreed-upon notional principal amount with at least one stream based on a floating rate index.

Interest Rate Swaptions - 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.

Leverage Ratio -Ratio consisting of Tier 1 capital divided by quarterly average assets adjusted for certain unrealized gains/(losses) on available-for-sale securities less certain regulatory disallowances applied to Common Equity Tier 1 capital and Tier 1 capital including goodwill, certain other intangible assets, the disallowable portion of deferred tax assets and other disallowed assets, and other regulatory adjustments.  

Lower of Cost or Market (“LOCOM”) - A method of accounting for certain assets by recording them at the lower of their historical cost or their current market value.

Market Capitalization - Market value of a company. Computed by multiplying the number of shares outstanding by the current stock price.

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.

Mortgage Backed Securities ("MBS") - Investment securities backed by a pool of mortgages or trust deeds. Principal and interest payments on the underlying mortgages are used to pay principal and interest on the securities.

Mortgage Warehouse - Mortgage loans that have been closed and funded and are awaiting sale and delivery into the secondary market. Also includes loans that management does not have the intent to hold for the foreseeable future.

Mortgage Servicing Rights (“MSR”) -The right to service mortgage loans, generally owned by someone else, for a fee. Loan servicing includes collecting payments; remitting funds to investors, insurance companies, and taxing authorities; collecting delinquent payments; and foreclosing on properties when necessary.

Net Interest Margin (“NIM”) -Expressed as a percentage, net interest margin is a ratio computed by dividing a day-weighted fully taxable equivalent net interest income by average earning assets.

Net Interest Spread - The difference between the average yield earned on earning assets on a fully taxable equivalent basis and the average rate paid for interest-bearing liabilities.

Nonaccrual or Nonperforming Loans (“NPLs”) -Loans on which interest accruals have been discontinued due to the borrower's financial difficulties. Interest income on these loans is generally reported on a cash basis as it is collected after recovery of principal.

Non-GAAP -Certain measures contained within MD&A are not formally defined by GAAP or codified in the federal banking regulations. A reconciliation of these Non-GAAP measures may be found in table 33 of MD&A.

Nonperforming Assets (“NPAs”) -Interest-earning assets on which interest income is not being accrued, real estate properties acquired through foreclosure and other assets obtained through the foreclosure process.

Origination Fees - A fee charged to the borrower by the lender to originate a loan. Usually stated as a percentage of the face value of the loan.

Provision for Loan Losses -The periodic charge to earnings for inherent losses in the loan portfolio.

Purchased Credit-Impaired (“PCI”) Loans -Acquired loans that have exhibited deterioration of credit quality between origination and the time of acquisition and for which the timely collection of the interest and principal is no longer reasonably assured.

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GLOSSARY OF SELECTED FINANCIAL TERMS (continued)

Purchase Obligation - An agreement to purchase goods or services that is enforceable and legally binding and that specifies all significant terms, including fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction.

Restricted Real Estate Loans and Secured Borrowings -Includes restricted loans that are assets of a consolidated variable interest entity (“VIE”) that can be used only to settle obligations of the consolidated VIE and loans from nonconsolidated VIE in which the securitization did not qualify for sale treatment per GAAP. These loans secure long-term borrowings of the respective VIE.

Return on Average Assets (“ROA”) -A measure of profitability that is calculated by dividing net income by total average assets.

Return on Average Common Shareholders’ Equity (“ROE”) -A measure of profitability that indicates what an institution earned on its shareholders' investment. ROE is calculated by dividing net income available to common shareholders by total average common equity.

Return on Average Tangible Common Equity (“ROTCE”) - A Non-GAAP measure of profitability that is calculated by dividing net income available to common shareholders by average tangible common equity.

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.

Tangible Common Equity to Tangible Assets (“TCE/TA”) - A ratio which may be used to evaluate a company’s capital position. TCE/TA includes common equity less goodwill and other intangible assets over tangible assets. Tangible assets includes a company’s total assets less goodwill and other intangible assets.

Tier 1 CapitalRatio - Ratio consisting of shareholders' equity adjusted for certain unrealized gains/(losses) on available-for-sale securities, reduced by goodwill, certain other intangible assets, the disallowable portion of mortgage servicing rights and other disallowed assets divided by risk-weighted assets.

Total CapitalRatio - Ratio consisting of Tier 1 capital plus the allowable portion of the allowance for loan losses and qualifying subordinated debt divided by risk-weighted assets.

Troubled Debt Restructuring (“TDR”) - A loan is identified and reported as a TDR when FHN has granted an economic concession to a borrower experiencing financial difficulty.

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ACRONYMS

ADR        Average daily revenue    

AFS     Available-for-sale

ALCO        Asset/Liability Committee

ALLL        Allowance for loan losses

ALR         Average loss rate

AOCI        Accumulated Other Comprehensive Income

ASC        FASB Accounting Standards Codification

ASU        Accounting Standards Update

BOLI        Bank-owned life insurance

C&I        Commercial, financial, and industrial loan portfolio

CAS        Credit Assurance Services

CBF        Capital Bank Financial

CD        Certificate of deposit

CECL        Current Expected Credit Loss

CEO        Chief Executive Officer

CFH        Coastal Financial Holdings

CFPB        Consumer Financial Protection Bureau

CMO        Collateralized mortgage obligations

CRA        Community Reinvestment Act

CRE        Commercial Real Estate

CRMC        Credit Risk Management Committee

DFAST        Dodd-Frank Act Stress Test

DOJ        U.S.Department of Justice

DRA        Definitive resolution agreement

DSCR        Debt service coverage ratios

DTA        Deferred tax asset

DTI        Debt-to-income

DTL        Deferred tax liability

ECP        Equity Compensation Plan

EPS        Earnings per share

ESOP        Employee stock ownership plan

FASB        Financial Accounting Standards Board

FDIC        Federal Deposit Insurance Corporation

FFP        Federal funds purchased

FFS        Federal funds sold

FH        First Horizon

FHA        Federal Housing Administration

FHLB        Federal Home Loan Bank

FHLMC    Federal Home Loan Mortgage Corporation or Freddie Mac

FHN        First Horizon National Corporation

FICO        Fair Isaac Corporation

FINRA        Financial Industry Regulatory Authority

FNMA        Federal National Mortgage Association or Fannie Mae

FRB        Federal Reserve Bank or the Fed

FTBNA        First Tennessee Bank National Association

FTE        Fully taxable equivalent

FTHC        First Tennessee Housing Corporation

FTNF         FTN Financial

FTNMC    First Tennessee New Markets Corporation

FTRESC    FT Real Estate Securities Company, Inc.

GAAP        Generally accepted accounting principles

GNMA        Government National Mortgage Association or Ginnie Mae

GSE        Government sponsored enterprises, in this filing references Fannie Mae and Freddie Mac

HAMP        Home Affordable Modification Program

HELOC    Home equity lines of credit

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ACRONYMS (continued)

HFS         Held-for-sale

HTM        Held-to-maturity

HUD        Department of Housing and Urban Development

IPO        Initial public offering

ISDA        International Swap and Derivatives Association

IRS        Internal Revenue Service

LEP        Loss emergence period

LGD        Loss given default

LIBOR        London Inter-Bank Offered Rate

LIHTC        Low Income Housing Tax Credit

LLC        Limited Liability Company

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

MI        Private mortgage insurance

MSR        Mortgage servicing rights

MSRB        Municipal Securities Rulemaking Board

NAICS        North American Industry Classification System

NII        Net interest income

NIM        Net interest margin

NMTC        New Market Tax Credit

NOL        Net operating loss

NPA        Nonperforming asset

NPL        Nonperforming loan

NSF        Non-sufficient funds

OCC        Office of the Comptroller of the Currency

OIS        Overnight indexed swap

ORE        Other Real Estate-owned

OTC One-time close, a mortgage product which allowed simplified conversion of a construction loan to permanent financing

OTTI        Other than temporary impairment

PCAOB        Public Company Accounting Oversight Board

PCI        Purchased credit impaired

PD        Probability of default

PM        Portfolio managers

PMC        Professional Mortgage Company, Inc.

PreTSL        Preferred Term Securities Limited

PSU        Performance Stock Unit

R/E        Real estate

REIT        Real estate investment trust

Res CRE    Residential commercial real estate construction loan portfolio or residential CRE

RM        Relationship managers

ROA        Return on assets

ROE        Return on common equity

ROTCE        Return on tangible common equity

RPL        Reasonably Possible Loss

RSU        Restricted stock unit

RWA        Risk-weighted assets

SBA        Small Business Administration

SEC        Securities and Exchange Commission

SVaR        Stressed Value-at-Risk

TA        Tangible assets

TAB        TrustAtlantic Bank

TAF        TrustAtlantic Financial Corporation

TCE        Tangible common equity

TDR        Troubled Debt Restructuring

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ACRONYMS (continued)

TRUP        Trust preferred loan

UPB        Unpaid principal balance

USDA        United States Department of Agriculture

UTB        Unrecognized tax benefit

VA        Veterans Administration

VaR        Value-at-Risk

VIE        Variable Interest Entities

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REPORT OF MANAGEMENT

ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management at First Horizon National Corporation is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. First Horizon National Corporation’s internal control over financial reporting is a process designed 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.

Even effective internal controls, no matter how well designed, have inherent limitations such as the possibility of human error or of circumvention or overriding of controls, and consideration of cost in relation to benefit of a control. Moreover, effectiveness must necessarily be considered according to the existing state of the art of internal control. Further, because of changes in conditions, the effectiveness of internal controls may diminish over time.

Management assessed the effectiveness of First Horizon National Corporation’s internal control over financial reporting as of December 31, 2017. This assessment was based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on our assessment and those criteria, management believes that First Horizon National Corporation maintained effective internal control over financial reporting as of December 31, 2017.

On November 30, 2017, we acquired Capital Bank Financial Corp. (“CBF”) and its subsidiaries, including Capital Bank Corporation, by merger. See Note 2 - Acquisitions and Divestitures of our consolidated financial statements for additional information. CBF represented approximately 20% of our consolidated total assets as of December 31, 2017 and 5% of income before income taxes for the year then ended. As permitted by the Securities and Exchange Commission, management has elected to exclude CBF from its assessment of internal control over financial reporting as of December 31, 2017.

First Horizon National Corporation’s independent auditors have issued an attestation report on First Horizon National Corporation’s internal control over financial reporting. That report appears on the following page.

79

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors

First Horizon National Corporation:

Opinion on Internal Control Over Financial Reporting

We have audited First Horizon National Corporation and subsidiaries’ (the “Company”) internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated statements of condition of the Company as of December 31, 2017 and 2016, and the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and related notes, and our report dated February 28, 2018 expressed an unqualified opinion on those consolidated financial statements.

On November 30, 2017, the Company acquired Capital Bank Financial Corp. (“CBF”) and its subsidiaries, including Capital Bank Corporation, by merger. CBF represented approximately 20% of consolidated total assets as of December 31, 2017 and 5% of income before income taxes for the year then ended. As permitted by the Securities and Exchange Commission, management elected to exclude CBF from its assessment of internal control over financial reporting as of December 31, 2017. Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of Capital Bank Financial Corp.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Report of Management on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

80

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

Memphis, Tennessee

February 28, 2018

81

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors

First Horizon National Corporation:

Opinion on the ConsolidatedFinancial Statements

We have audited the accompanying consolidated statements of condition of First Horizon National Corporation and subsidiaries (the “Company”) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the years in the three‑year period ended December 31, 2017, and the related notes (collectively, the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 28, 2018 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting. This report includes a paragraph stating that management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2017, Capital Bank Financial Corp.’s (“CBF”) internal control over financial reporting. Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of CBF.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the Company’s auditor since 2002.

Memphis, Tennessee

February 28, 2018

82

CONSOLIDATED STATEMENTS OF CONDITION

	December 31
(Dollars in thousands, except per share amounts)	2017			2016
Assets:
Cash and due from banks	$	639,073		$	373,274
Federal funds sold	87,364			50,838
Securities purchased under agreements to resell (Note 23)	725,609			613,682
Total cash and cash equivalents	1,452,046			1,037,794
Interest-bearing cash	1,185,600			1,060,034
Trading securities	1,416,345			897,071
Loans held-for-sale (a)	699,377			111,248
Securities available-for-sale (Note 3)	5,170,255			3,943,499
Securities held-to-maturity (Note 3)	10,000			14,347
Loans, net of unearned income (Note 4) (b)	27,658,929			19,589,520
Less: Allowance for loan losses (Note 5)	189,555			202,068
Total net loans	27,469,374			19,387,452
Goodwill (Note 7)	1,386,853			191,371
Other intangible assets, net (Note 7)	184,389			21,017
Fixed income receivables	68,693			57,411
Premises and equipment, net (December 31, 2017 and 2016 include$53.2 millionand $5.8 million, respectively, classified as held-for-sale) (Note 6)	532,251			289,385
Other real estate owned (“OREO”) (c)	43,382			16,237
Derivative assets (Note 22)	81,634			121,654
Other assets	1,723,189			1,406,711
Total assets	$	41,423,388		$	28,555,231
Liabilities and equity:
Deposits:
Savings (December 31, 2017 includes $22.6 million classified as held-for-sale)	$	10,872,665		$	9,428,197
Time deposits net (December 31, 2017 includes $8.0 million classified as held-for-sale)(Note 8)	3,322,921			1,355,133
Other interest-bearing deposits	8,401,773			5,948,439
Interest-bearing	22,597,359			16,731,769
Noninterest-bearing (December 31, 2017 includes $4.8 million classified as held-for-sale)	8,023,003			5,940,594
Total deposits	30,620,362			22,672,363
Federal funds purchased (Note 9)	399,820			414,207
Securities sold under agreements to repurchase (Note 9 and Note 23)	656,602			453,053
Trading liabilities (Note 9)	638,515			561,848
Other short-term borrowings (Note 9)	2,626,213			83,177
Term borrowings (Note 10)	1,218,097			1,040,656
Fixed income payables	48,996			21,002
Derivative liabilities (Note 22)	85,061			135,897
Other liabilities	549,234			467,944
Total liabilities	36,842,900			25,850,147
Equity:
First Horizon National Corporation Shareholders’ Equity:
Preferred stock - Series A, non-cumulative perpetual, no par value, liquidation preference of $100,000 per share - (shares authorized - 1,000; shares issued - 1,000 on December 31, 2017 and 2016) (Note 11)	95,624			95,624
Common stock - $.625 par value (shares authorized - 400,000,000; shares issued - 326,736,214 on December 31, 2017 and 233,623,686 on December 31, 2016)	204,211			146,015
Capital surplus	3,147,613			1,386,636
Undivided profits	1,160,434			1,029,032
Accumulated other comprehensive loss, net (Note 14)	(322,825		)	(247,654		)
Total First Horizon National Corporation Shareholders’ Equity	4,285,057			2,409,653
Noncontrolling interest (Note 11)	295,431			295,431
Total equity	4,580,488			2,705,084
Total liabilities and equity	$	41,423,388		$	28,555,231

See accompanying notes to consolidated financial statements.

83

(a) December 31, 2017 and 2016 include $11.7 million and $19.3 million, respectively, of held-for-sale consumer mortgage loans secured by residential real estate in process of foreclosure.

(b) December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

(c) December 31, 2017 and 2016 include $6.3 million and $8.1 million, respectively, of foreclosed residential real estate.

84

CONSOLIDATED STATEMENTS OF INCOME

	Year Ended December 31
(Dollars and shares in thousands except per share data, unless otherwise noted)	2017			2016			2015
Interest income:
Interest and fees on loans	$	816,806		$	679,917		$	600,313
Interest on investment securities available-for-sale	105,019			96,671			93,626
Interest on investment securities held-to-maturity	591			789			283
Interest on loans held-for-sale	17,517			5,506			5,457
Interest on trading securities	34,991			30,779			35,074
Interest on other earning assets	15,006			4,247			1,652
Total interest income	989,930			817,909			736,405
Interest expense:
Interest on deposits:
Savings	42,519			19,608			11,992
Time deposits	13,111			10,021			8,667
Other interest-bearing deposits	24,481			10,357			4,491
Interest on trading liabilities	15,468			15,000			15,976
Interest on short-term borrowings	16,000			4,736			3,172
Interest on term borrowings	36,037			29,103			38,387
Total interest expense	147,616			88,825			82,685
Net interest income	842,314			729,084			653,720
Provision/(provision credit) for loan losses	—			11,000			9,000
Net interest income after provision/(provision credit) for loan losses	842,314			718,084			644,720
Noninterest income:
Fixed income	216,625			268,561			231,337
Deposit transactions and cash management	110,592			108,553			112,843
Brokerage, management fees and commissions	48,514			42,911			46,496
Trust services and investment management	28,420			27,727			27,577
Bankcard income	25,467			24,430			22,238
Bank-owned life insurance	15,124			14,687			14,726
Debt securities gains/(losses), net (Note 3 and Note 14)	483			1,485			1,836
Equity securities gains/(losses), net (Note 3)	109			(144		)	(458		)
All other income and commissions (Note 13)	44,885			64,231			60,730
Total noninterest income	490,219			552,441			517,325
Adjusted gross income after provision/(provision credit) for loan losses	1,332,533			1,270,525			1,162,045
Noninterest expense:
Employee compensation, incentives, and benefits	589,411			562,948			511,633
Occupancy	54,646			50,880			51,117
Computer software	48,234			45,122			44,724
Professional fees	47,929			19,169			18,922
Operations services	43,823			41,852			39,261
Equipment rentals, depreciation, and maintenance	29,543			27,385			30,864
FDIC premium expense	26,818			21,585			18,027
Advertising and public relations	19,214			21,612			19,187
Communications and courier	17,624			14,265			15,820
Contract employment and outsourcing	14,954			10,061			14,494
Legal fees	12,076			21,558			16,287
Amortization of intangible assets	8,728			5,198			5,253
Repurchase and foreclosure provision/(provision credit)	(22,527		)	(32,722		)	—
All other expense (Note 13)	133,188			116,291			268,202
Total noninterest expense	1,023,661			925,204			1,053,791
Income/(loss) before income taxes	308,872			345,321			108,254
Provision/(benefit) for income taxes (Note 15)	131,892			106,810			10,941
Net income/(loss)	$	176,980		$	238,511		$	97,313
Net income attributable to noncontrolling interest	11,465			11,465			11,434
Net income/(loss) attributable to controlling interest	$	165,515		$	227,046		$	85,879

85

Preferred stock dividends	6,200		6,200		6,200
Net income/(loss) available to common shareholders	$	159,315	$	220,846	$	79,679
Basic earnings/(loss) per share (Note 16)	$	0.66	$	0.95	$	0.34
Diluted earnings/(loss) per share (Note 16)	$	0.65	$	0.94	$	0.34
Weighted average common shares (Note 16)	241,436		232,700		234,189
Diluted average common shares (Note 16)	244,453		235,292		236,266
Cash dividends declared per common share	$	0.36	$	0.28	$	0.24

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

See accompanying notes to consolidated financial statements.

86

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

	Year Ended December 31
(Dollars in thousands)	2017			2016			2015
Net income/(loss)	$	176,980		$	238,511		$	97,313
Other comprehensive income/(loss), net of tax:
Net unrealized gains/(losses) on securities available-for-sale	(4,765		)	(20,626		)	(15,187		)
Net unrealized gains/(losses) on cash flow hedges	(5,101		)	(1,265		)	—
Net unrealized gains/(losses) on pension and other postretirement plans	(7,759		)	(11,571		)	(10,759		)
Other comprehensive income/(loss)	(17,625		)	(33,462		)	(25,946		)
Comprehensive income	159,355			205,049			71,367
Comprehensive income attributable to noncontrolling interest	11,465			11,465			11,434
Comprehensive income attributable to controlling interest	$	147,890		$	193,584		$	59,933
Income tax expense/(benefit) of items included in Other comprehensive income:
Net unrealized gains/(losses) on securities available-for-sale	$	(2,955	)	$	(12,810	)	$	(9,445	)
Net unrealized gains/(losses) on cash flow hedges	(3,163		)	(780		)	—
Net unrealized gains/(losses) on pension and other postretirement plans	(832		)	(7,172		)	(6,689		)

See accompanying notes to consolidated financial statements.

87

CONSOLIDATED STATEMENTS OF EQUITY

(Dollars and shares in thousands, except per share data)	Common Shares		Total			Preferred Stock		Common Stock			Capital Surplus			Undivided Profits			Accumulated Other Comprehensive Income/(Loss) (a)			Noncontrolling Interest
Balance, December 31, 2014	234,220		$	2,581,590		$	95,624	$	146,387		$	1,380,809		$	851,585		$	(188,246	)	$	295,431
Net income/(loss)	—		97,313			—		—			—			85,879			—			11,434
Other comprehensive income/(loss)	—		(25,946		)	—		—			—			—			(25,946		)	—
Comprehensive income/(loss)	—		71,367			—		—			—			85,879			(25,946		)	11,434
Cash dividends declared:
Preferred stock ($6,200 per share)	—		(6,200		)	—		—			—			(6,200		)	—			—
Common stock ($.24 per share)	—		(56,961		)	—		—			—			(56,961		)	—			—
Common stock repurchased (b)	(2,277	)	(32,648		)	—		(1,423		)	(31,225		)	—			—			—
Common stock issued for:
Stock options and restricted stock - equity awards	1,550		6,929			—		969			5,960			—			—			—
Equity issued for acquisition	5,094		72,791			—		3,184			69,607			—			—			—
Tax benefit/(benefit reversal) - stock-based compensation expense	—		356			—		—			356			—			—			—
Stock-based compensation expense	—		13,796			—		—			13,796			—			—			—
Dividends declared - noncontrolling interest of subsidiary preferred stock	—		(11,434		)	—		—			—			—			—			(11,434		)
Balance, December 31, 2015	238,587		2,639,586			95,624		149,117			1,439,303			874,303			(214,192		)	295,431
Net income/(loss)	—		238,511			—		—			—			227,046			—			11,465
Other comprehensive income/(loss):	—		(33,462		)	—		—			—			—			(33,462		)	—
Comprehensive income/(loss)	—		205,049			—		—			—			227,046			(33,462		)	11,465
Cash dividends declared:
Preferred stock ($6,200 per share)	—		(6,200		)	—		—			—			(6,200		)	—			—
Common stock ($.28 per share)	—		(66,160		)	—		—			—			(66,160		)	—			—
Common stock repurchased (b)	(7,653	)	(97,396		)	—		(4,783		)	(92,613		)	—			—			—
Common stock issued for:
Stock options and restricted stock - equity awards	2,690		22,521			—		1,681			20,840			—			—			—
Tax benefit/(benefit reversal) - stock-based compensation expense	—		1,613			—		—			1,613			—			—			—
Stock-based compensation expense	—		17,536			—		—			17,536			—			—			—
Dividends declared - noncontrolling interest of subsidiary preferred stock	—		(11,465		)	—		—			—			—			—			(11,465		)
Other	—		—			—		—			(43		)	43			—			—
Balance, December 31, 2016	233,624		2,705,084			95,624		146,015			1,386,636			1,029,032			(247,654		)	295,431
Adjustment to reflect adoption of ASU 2016-09	—		—			—		—			230			(230		)	—			—
Beginning balance, as adjusted	233,624		2,705,084			95,624		146,015			1,386,866			1,028,802			(247,654		)	295,431
Net income/(loss)	—		176,980			—		—			—			165,515			—			11,465
Other comprehensive income/(loss)	—		(17,625		)	—		—			—			—			(17,625		)	—
Comprehensive income/(loss)	—		159,355			—		—			—			165,515			(17,625		)	11,465
Cash dividends declared:
Preferred stock ($6,200 per share)	—		(6,200		)	—		—			—			(6,200		)	—			—
Common stock ($.36 per share)	—		(85,174		)	—		—			—			(85,174		)	—			—
Common stock repurchased	(297	)	(5,554		)	—		(185		)	(5,369		)	—			—			—
Common stock issued for:
Stock options and restricted stock - equity awards	1,107		6,092			—		692			5,400			—			—			—
Equity issued for acquisitions	92,302		1,797,723			—		57,689			1,740,034			—			—			—
Stock-based compensation expense	—		20,627			—		—			20,627			—			—			—
Dividends declared - noncontrolling interest of subsidiary preferred stock	—		(11,465		)	—		—			—			—			—			(11,465		)
Other	—		—			—		—			55			(55		)	—			—
Balance, December 31, 2017	326,736		4,580,488			95,624		204,211			3,147,613			1,102,888			(265,279		)	295,431
Adjustment to reflect adoption of ASU 2018-02	—		—			—		—			—			57,546			(57,546		)	—
Ending balance, as adjusted	326,736		4,580,488			95,624		204,211			3,147,613			1,160,434			(322,825		)	295,431

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

See accompanying notes to consolidated financial statements.

(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) 2016 and 2015 include $93.5 million and $28.4 million, respectfully, repurchased under share repurchase programs.

88

CONSOLIDATED STATEMENTS OF CASH FLOWS

	First Horizon National Corporation
	Year Ended December 31
(Dollars in thousands)	2017			2016			2015
Operating Activities
Net income/(loss)	$	176,980		$	238,511		$	97,313
Adjustments to reconcile net income/(loss) to net cash provided/(used) by operating activities:
Provision/(provision credit) for loan losses	—			11,000			9,000
Provision/(benefit) for deferred income taxes	121,001			79,604			24,196
Depreciation and amortization of premises and equipment	34,703			32,387			35,780
Amortization of intangible assets	8,728			5,198			5,253
Net other amortization and accretion	27,493			27,088			19,710
Net (increase)/decrease in derivatives	(26,662		)	1,886			(6,617		)
Fair value adjustment on interest-only strips	(1,021		)	—			—
Repurchase and foreclosure provision/(provision credit)	(20,000		)	(31,400		)	—
(Gains)/losses and write-downs on OREO, net	(61		)	8			1,258
Litigation and regulatory matters	40,250			13,400			15,118
Stock-based compensation expense	20,627			17,536			13,796
Equity securities (gains)/losses, net	(109		)	144			458
Debt securities (gains)/losses, net	(483		)	(1,485		)	(1,836		)
(Gain)/loss on extinguishment of debt	14,329			—			(5,793		)
Net (gains)/losses on sale/disposal of fixed assets	6,657			3,447			454
Qualified pension plan contributions	(5,100		)	(165,000		)	—
Loans held-for-sale:
Purchases and originations	(2,001,708		)	(165,887		)	(9,731		)
Gross proceeds from settlements and sales	1,780,047			181,136			25,587
(Gain)/loss due to fair value adjustments and other	(6,624		)	(155		)	(913		)
Net (increase)/decrease in:
Trading securities	(381,057		)	(18,050		)	311,210
Fixed income receivables	(11,282		)	6,249			(21,172		)
Interest receivable	(34,352		)	1,627			4,804
Other assets	243,057			(7,191		)	(78,824		)
Net increase/(decrease) in:
Trading liabilities	76,667			(4,171		)	(28,295		)
Fixed income payables	(68,495		)	(2,070		)	4,915
Interest payable	5,934			(4,535		)	(9,124		)
Other liabilities	(16,877		)	(36,546		)	(39,153		)
Total adjustments	(194,338		)	(55,780		)	270,081
Net cash provided/(used) by operating activities	(17,358		)	182,731			367,394
Investing Activities
Available-for-sale securities:
Sales	936,958			444,222			69,650
Maturities	583,014			736,956			664,335
Purchases	(1,558,990		)	(1,239,912		)	(1,066,194		)
Held-to-maturity securities:
Prepayments and maturities	4,740			—			—
Purchases	—			—			(10,000		)
Premises and equipment:
Sales	3,416			11,396			41,143
Purchases	(53,046		)	(62,554		)	(39,947		)
Proceeds from sales of OREO	13,468			27,135			23,253
Net (increase)/decrease in:
Loans (a)	(808,399		)	(1,931,026		)	(1,216,419		)
Interests retained from securitizations classified as trading securities	865			2,429			1,731
Interest-bearing cash	(121,434		)	(457,198		)	1,019,131
Cash (paid)/received for acquisitions, net	(336,634		)	—			(5,087		)
Net cash provided/(used) by investing activities	(1,336,042		)	(2,468,552		)	(518,404		)
Financing Activities
Common stock:
Stock options exercised	6,132			22,479			7,219

89

Cash dividends paid	(79,904		)	(63,504		)	(53,947		)
Repurchase of shares (b)	(5,554		)	(97,396		)	(32,648		)
Cash dividends paid - preferred stock - noncontrolling interest	(11,434		)	(11,434		)	(11,559		)
Cash dividends paid - Series A preferred stock	(6,200		)	(6,200		)	(6,200		)
Term borrowings:
Issuance	121,184			100			495,555
Payments/maturities	(147,413		)	(267,527		)	(1,026,708		)
Increases in restricted and secured term borrowings	7,960			—			—
Net increase/(decrease) in:
Deposits	(197,158		)	2,705,757			1,555,280
Short-term borrowings	2,080,039			10,277			(816,324		)
Net cash provided/(used) by financing activities	1,767,652			2,292,552			110,668
Net increase/(decrease) in cash and cash equivalents	414,252			6,731			(40,342		)
Cash and cash equivalents at beginning of period	1,037,794			1,031,063			1,071,405
Cash and cash equivalents at end of period	$	1,452,046		$	1,037,794		$	1,031,063
Supplemental Disclosures
Total interest paid	$	140,373		$	92,456		$	90,722
Total taxes paid	54,417			11,609			14,990
Total taxes refunded	8,285			3,950			33,909
Transfer from loans to OREO	6,624			10,317			16,728

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

See accompanying notes to consolidated financial statements.

(a) 2016 includes $537.4 million UPB of loans acquired from GE Capital.

(b) 2016 and 2015 include $93.5 million and $28.4 million, respectively, repurchased under share repurchase programs.

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Notes to the Consolidated Financial Statements

Note 1 – Summary of Significant Accounting Policies

Basis of Accounting. The consolidated financial statements of First Horizon National Corporation (“FHN”), including its subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America and follow general practices within the industries in which it operates. This preparation requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These estimates and assumptions are based on information available as of the date of the financial statements and could differ from actual results.

Principles of Consolidation and Basis of Presentation. The consolidated financial statements include the accounts of FHN and other entities in which it has a controlling financial interest. Variable Interest Entities (“VIEs”) for which FHN or a subsidiary has been determined to be the primary beneficiary are also consolidated. Affiliates for which FHN is not considered the primary beneficiary and in which FHN does not have a controlling financial interest are accounted for by the equity method. These investments are included in other assets, and FHN’s proportionate share of income or loss is included in noninterest income. All significant intercompany transactions and balances have been eliminated. For purposes of comparability, certain prior period amounts have been reclassified to conform to current year presentation.

Business Combinations. FHN accounts for acquisitions meeting the definition of a business combination in accordance with ASC 805, "Business Combinations," which requires acquired assets and liabilities (other than tax and certain benefit plan balances) to be recorded at fair value. Business combinations are included in the financial statements from the respective dates of acquisition. Acquisition related costs are expensed as incurred.

Revenue Recognition. FHN derives a significant portion of its revenues from fee-based services. Noninterest income from transaction-based fees is generally recognized when the transactions are completed. Noninterest income from service-based fees is generally recognized over the period in which FHN provides the service.

Deposit Transactions and Cash Management. Deposit transactions and cash management include fees for services related to consumer and commercial deposit products (such as service charges on checking accounts), cash management products and services such as electronic transaction processing (Automated Clearing House and Electronic Data Interchange), account reconciliation services, cash vault services, lockbox processing, and information reporting to large corporate clients.

Insurance Commissions. Insurance commissions are derived from the sale of insurance products, including acting as an independent agent to provide life, long-term care, and disability insurance.

Trust Services and Investment Management. Trust services and investment management fees include investment management, personal trust, employee benefits, and custodial trust services.

Brokerage, Management Fees and Commissions. Brokerage, management fees and commissions include fees for portfolio management, trade commissions, and annuity and mutual fund sales.

Statements of Cash Flows. For purposes of these statements, cash and due from banks, federal funds sold, and securities purchased under agreements to resell are considered cash and cash equivalents. Federal funds are usually sold for one-day periods, and securities purchased under agreements to resell are short-term, highly liquid investments.

Trading Activities. Securities purchased in connection with underwriting or dealer activities (long positions) are carried at fair market value as trading securities. Gains and losses, both realized and unrealized, on these securities are reflected in fixed income noninterest income. Trading liabilities include securities that FHN has sold to other parties but does not own (short positions). FHN is obligated to purchase securities at a future date to cover the short positions. Assets and liabilities for unsettled trades are recorded on the Consolidated Statements of Condition as “Fixed income receivables” or “Fixed income payables.” Retained interests from sales and securitizations of first lien mortgages are recognized at fair value as trading securities with gains and losses, both realized and unrealized, recognized in other income on the Consolidated Statements of Income. Cash receipts and payments are classified in investing activities on the Consolidated Statements of Cash Flows based on the purpose for which such financial assets were retained.

Investment Securities. Investment securities are reviewed quarterly for possible other-than-temporary impairment (“OTTI”). The review includes an analysis of the facts and circumstances of each individual investment such as the degree of loss, the length of time the fair value has been below cost, the expectation for that security’s performance, the creditworthiness of the

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Note 1 – Summary of Significant Accounting Policies (Continued)

issuer and FHN’s intent and ability to hold the security. Debt securities that may be sold prior to maturity and equity securities are classified as securities available-for-sale (“AFS”) and are carried at fair value. The unrealized gains and losses on securities available-for-sale, including debt securities for which no credit impairment exists, are excluded from earnings and are reported, net of tax, as a component of other comprehensive income within shareholders’ equity and the Statements of Comprehensive Income. Debt securities which management has the intent and ability to hold to maturity (“HTM”) are reported at amortized cost. Interest-only strips that are classified as securities AFS are valued at elected fair value. See Note 24 - Fair Value of Assets and Liabilities for additional information.

Realized gains and losses for investment securities are determined by the specific identification method and reported in noninterest income. Declines in value judged to be other-than-temporary based on FHN’s analysis of the facts and circumstances related to an individual investment, including securities that FHN has the intent to sell, are also determined by the specific identification method. For HTM debt securities, OTTI recognized is typically credit-related and is reported in noninterest income. For impaired AFS debt securities that FHN does not intend to sell and will not be required to sell prior to recovery but for which credit losses exist, the OTTI recognized is separated between the total impairment related to credit losses which is reported in noninterest income, and the impairment related to all other factors which is excluded from earnings and reported, net of tax, as a component of other comprehensive income within shareholders’ equity and the Statements of Comprehensive Income.

National banks chartered by the federal government are, by law, members of the Federal Reserve System. Each member bank is required to own stock in its regional Federal Reserve Bank ("FRB"). Given this requirement, FRB stock may not be sold, traded, or pledged as collateral for loans. Membership in the Federal Home Loan Bank (“FHLB”) network requires ownership of capital stock. Member banks are entitled to borrow funds from the FHLB and are required to pledge mortgage loans as collateral. Investments in the FHLB are non-transferable and, generally, membership is maintained primarily to provide a source of liquidity as needed. Other equity investments include mutual funds which are recognized at net asset value as well as various cost method investments that are subject to impairment reviews when recovery of the recorded investment is considered uncertain.

Securities Purchased Under Agreements to Resell and Securities Sold Under Agreements to Repurchase. FHN enters into short-term securities purchased under agreements to resell transactions which are accounted for as collateralized financings except where FHN does not have an agreement to sell the same or substantially the same securities before maturity at a fixed or determinable price. All of FHN’s securities purchased under agreements to resell are recognized as collateralized financings. Securities delivered under these transactions are delivered to either the dealer custody account at the FRB or to the applicable counterparty. Securities sold under agreements to repurchase are offered to cash management customers as an automated, collateralized investment account. Securities sold under agreements to repurchase are also used by the consumer/commercial bank to obtain favorable borrowing rates on its purchased funds. All of FHN's securities sold under agreements to repurchase are secured borrowings.

Collateral is valued daily and FHN may require counterparties to deposit additional securities or cash as collateral, or FHN may return cash or securities previously pledged by counterparties, or FHN may be required to post additional securities or cash as collateral, based on the contractual requirements for these transactions.

FHN’s fixed income business utilizes securities borrowing arrangements as part of its trading operations. Securities borrowing transactions generally require FHN to deposit cash with the securities lender. The amount of cash advanced is recorded within Securities purchased under agreements to resell in the Consolidated Statements of Condition. These transactions are not considered purchases and the securities borrowed are not recognized by FHN. FHN does not conduct securities lending transactions.

Loans Held-for-Sale. Loans originated or purchased in which management lacks the intent to hold are included in loans held-for-sale in the Consolidated Statements of Condition. FHN has elected the fair value option on a prospective basis for certain mortgage loans held-for-sale, which includes loans originated subsequent to 2007 and repurchased loans that are not governmentally insured. Such loans are carried at fair value, with changes in the fair value recognized in the other income section of the Consolidated Statements of Income. For mortgage loans originated for sale for which the fair value option is elected, loan origination fees are recorded by FHN when earned and related direct loan origination costs are recognized when incurred. See Note 24 - Fair Value of Assets and Liabilities for additional information. FHN accounts for all other loans held-for-sale at the lower of cost or market value (“LOCOM”).

Loans. Generally, loans are stated at principal amounts outstanding, net of unearned income. Interest on loans is recognized on an accrual basis at the applicable interest rate on the principal amount outstanding. Loan origination fees and direct costs as well as premiums and discounts are amortized as level yield adjustments over the respective loan terms. Unamortized net fees

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Note 1 – Summary of Significant Accounting Policies (Continued)

or costs are recognized upon early repayment of the loans or charge-off. Loan commitment fees are generally deferred and amortized on a straight-line basis over the commitment period. Due to the timing of the merger completion, the loan accounting policies of both FHN and CBF are in the process of being reviewed in detail. Upon completion of such review, conforming adjustments or financial statement reclassification may be determined.

Nonaccrual and Past Due Loans. Generally, loans are placed on nonaccrual status 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.

• The accrual status policy for commercial troubled debt restructurings (“TDRs”) follows the same internal policies and procedures as other commercial portfolio loans.

• Residential real estate secured loans discharged in bankruptcy that have not been reaffirmed by the borrower (“discharged bankruptcies”) are placed on nonaccrual regardless of delinquency status and are reported as TDRs.

• Current second lien residential real estate loans that are junior to first liens are placed on nonaccrual status if the first lien is 90 or more days past due, is a bankruptcy, or is a troubled debt restructuring.

• Consumer real estate (HELOC and residential real estate installment loans), if not already on nonaccrual per above situations, are placed on nonaccrual if the loan is 30 or more days delinquent at the time of modification and is also determined to be a TDR.

• Government guaranteed/insured residential mortgage loans remain on accrual (even if the loan falls into one of the above categories) because the collection of principal and interest is reasonably assured.

For commercial and consumer loans within each portfolio segment and class that have been placed on nonaccrual status, accrued but uncollected interest is reversed and charged against interest income when the loan is placed on nonaccrual status. Management may elect to continue the accrual of interest when the estimated net realizable value of collateral is sufficient to recover the principal balance and accrued interest. Interest payments received on nonaccrual loans are normally applied to outstanding principal first. Once all principal has been received, additional interest payments are recognized on a cash basis as interest income.

Generally, commercial and consumer loans within each portfolio segment and class that have been placed on nonaccrual status can be returned to accrual status if all principal and interest is current and FHN expects full repayment of the remaining contractual principal and interest. This typically requires that a borrower make payments in accordance with the contractual terms for a sustained period of time (generally for a minimum of six months) before being returned to accrual status. For TDRs, FHN may also consider a borrower’s sustained historical repayment performance for a reasonable time prior to the restructuring in assessing whether the borrower can meet the restructured terms, as it may indicate whether the borrower is capable of servicing the level of debt under the modified terms.

Residential real estate loans discharged through Chapter 7 bankruptcy and not reaffirmed by the borrower are not returned to accrual status. For current second liens that have been placed on nonaccrual because the first lien is 90 or more days past due or is a TDR or bankruptcy, the second lien may be returned to accrual upon pay-off or cure of the first lien.

Charge-offs. For all commercial and consumer loan portfolio segments, all losses of principal are charged to the allowance for loan losses ("ALLL") in the period in which the loan is deemed to be uncollectible.

For consumer loans, the timing of a full or partial charge-off generally depends on the loan type and delinquency status. Generally, for the consumer real estate and permanent mortgage portfolio segments, a loan will be either partially or fully charged-off when it becomes 180 days past due. At this time, if the collateral value does not support foreclosure, balances are fully charged-off and other avenues of recovery are pursued. If the collateral value supports foreclosure, the loan is charged-down to net realizable value (collateral value less estimated costs to sell) and is placed on nonaccrual status. For residential real estate loans discharged in Chapter 7 bankruptcy and not reaffirmed by the borrower, the fair value of the collateral position is assessed at the time FHN is made aware of the discharge and the loan is charged down to the net realizable value (collateral value less estimated costs to sell). Within the credit card and other portfolio segment, credit cards and installment loans secured by automobiles are normally charged-off upon reaching 180 days past due while other non-real estate consumer loans are charged-off upon reaching 120 days past due.

Impaired Loans. Impaired loans include nonaccrual commercial loans greater than $1 million and modified consumer and commercial loans that have been classified as a TDR and are individually measured for impairment under the guidance of ASC 310. TDRs are always reported as such unless the TDR has exhibited sustained performance, was reported as a TDR over a year-end, and the modified terms were market-based at the time of modification.

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Note 1 – Summary of Significant Accounting Policies (Continued)

Purchased Credit-Impaired Loans.ASC 310-30 “Accounting for Certain Loans or Debt Securities Acquired in a Transfer,” provides guidance for acquired loans that have exhibited deterioration of credit quality between origination and the time of acquisition and for which the timely collection of the interest and principal is not reasonably assured (“PCI loans”). PCI loans are initially recorded at fair value which is estimated by discounting expected cash flows at acquisition date. The expected cash flows include all contractually expected amounts (including interest) and incorporate an estimate for future expected credit losses, pre-payment assumptions, and yield requirement for a market participant, among other things. To the extent possible, certain PCI loans were aggregated into pools with composite interest rate and cash flows expected to be collected for the pool. Aggregation into loan pools is based upon common risk characteristics that include similar credit risk or risk ratings, and one or more predominant risk characteristics. Each PCI pool is accounted for as a single unit.

Accretable yield is initially established at acquisition and is the excess of cash flows expected at acquisition over the initial investment in the loan and is recognized in interest income over the remaining life of the loan, or pool of loans. Nonaccretable difference is initially established at acquisition and is the difference between the contractually required payments at acquisition and the cash flows expected to be collected at acquisition. FHN estimates expected cash flows for PCI loans on a quarterly basis. Increases in expected cash flows from the last measurement result in reversal of any nonaccretable difference (or allowance for loan losses to the extent any has previously been recorded) with a prospective positive impact on interest income. Decreases to the expected cash flows result in an increase in the allowance for loan losses through provision expense.

FHN does not report PCI loans as nonperforming loans due to the accretion of interest income. Additionally, PCI loans that have been pooled and subsequently modified will not be reported as troubled debt restructurings since the pool is the unit of measurement.

Allowance for Loan Losses. The ALLL is maintained at a level that management determines is sufficient to absorb estimated probable incurred losses in the loan portfolio. The ALLL is increased by the provision for loan losses and loan recoveries and is decreased by loan charge-offs. The ALLL is determined in accordance with ASC 450-20-50 "Contingencies - Accruals for Loss Contingencies" and is composed of reserves for commercial loans evaluated based on pools of credit graded loans and reserves for pools of smaller-balance homogeneous consumer and commercial loans. The reserve factors applied to these pools are an estimate of probable incurred losses based on management’s evaluation of historical net losses from loans with similar characteristics. Additionally, the ALLL includes specific reserves established in accordance with ASC 310-10-35 for loans determined by management to be individually impaired as well as reserves associated with PCI loans. Management uses analytical models to estimate probable incurred losses in the loan portfolio as of the balance sheet date. The models, which are primarily driven by historical losses, are carefully reviewed to identify trends that may not be captured in the historical loss factors used in the models. Management uses qualitative adjustments for those items not yet captured in the models like current events, recent trends in the portfolio, current underwriting guidelines, and local and macroeconomic trends, among other things.

The nature of the process by which FHN determines the appropriate ALLL requires the exercise of considerable judgment. See Note 5 - Allowance for Loan Losses for a discussion of FHN’s ALLL methodology and a description of the models utilized in the estimation process for the commercial and consumer loan portfolios.

Key components of the estimation process are as follows: (1) commercial loans determined by management to be individually impaired loans are evaluated individually and specific reserves are determined based on the difference between the outstanding loan amount and the estimated net realizable value of the collateral (if collateral dependent), the present value of expected future cash flows or by observable market prices; (2) individual commercial loans not considered to be individually impaired are segmented based on similar credit risk characteristics and evaluated on a pool basis; (3) reserve rates for the commercial segment are calculated based on historical net charge-offs and are subject to adjustment by management to reflect current events, trends, and conditions (including economic considerations and trends); (4) management’s estimate of probable incurred losses reflects the reserve rates applied against the balance of loans in the commercial segment of the loan portfolio; (5) consumer loans are generally segmented based on loan type; (6) reserve amounts for each consumer portfolio segment are calculated using analytical models based on delinquency trends and net loss experience and are subject to adjustment by management to reflect current events, trends, and conditions (including economic considerations and trends); and (7) the reserve amount for each consumer portfolio segment reflects management’s estimate of probable incurred losses in the consumer segment of the loan portfolio.

Impairment related to individually impaired loans is measured in accordance with ASC 310-10. For all commercial portfolio segments, commercial TDRs and other individually impaired commercial loans are measured based on the present value of expected future payments discounted at the loan’s effective interest rate (“the DCF method”), observable market prices, or for loans that are solely dependent on the collateral for repayment, the net realizable value (collateral value less estimated costs to sell). Impaired loans also include consumer TDRs.

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Note 1 – Summary of Significant Accounting Policies (Continued)

Future adjustments to the ALLL may be necessary if economic or other conditions differ substantially from the assumptions used in making the estimates or, if required by regulators, based upon information at the time of their examinations or upon future regulatory guidance. Such adjustments to original estimates, as necessary, are made in the period in which these factors and other relevant considerations indicate that loss levels vary from previous estimates.

Premises and Equipment. Premises and equipment are carried at cost less accumulated depreciation and amortization and include additions that materially extend the useful lives of existing premises and equipment. All other maintenance and repair expenditures are expensed as incurred. Premises and equipment held-for-sale are generally valued at appraised values which reference recent disposition values for similar property types but also consider marketability discounts for vacant properties. The valuations of premises and equipment held-for-sale are reduced by estimated costs to sell. Gains and losses on dispositions are reflected in noninterest income and expense, respectively.

Depreciation and amortization are computed on the straight-line method over the estimated useful lives of the assets and are recorded as noninterest expense. Leasehold improvements are amortized over the lesser of the lease periods or the estimated useful lives using the straight-line method. Useful lives utilized in determining depreciation for furniture, fixtures and equipment and for buildings are three to fifteen and seven to forty-five years, respectively.

Other Real Estate Owned ("OREO"). Real estate acquired by foreclosure or other real estate-owned 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. At the time acquired, and in conjunction with the transfer from loans to OREO, there is a charge-off against the ALLL if the estimated fair value less costs to sell is less than the loan’s cost basis. Subsequent declines in fair value and gains or losses on dispositions, if any, are charged to All other expense on the Consolidated Statements of Income. Prior to January 1, 2015, properties acquired by foreclosure in compliance with HUD servicing guidelines are included in “OREO” and are carried at the estimated amount of the underlying government insurance or guarantee. On December 31, 2017, FHN had $3.8 million of these properties.

Required developmental costs associated with acquired property under construction are capitalized and included in determining the estimated net realizable value of the property, which is reviewed periodically, and any write-downs are charged against current earnings.

Intangible Assets. Intangible assets consist of “Other intangible assets” and “Goodwill.” Other intangible assets represent customer lists and relationships, acquired contracts, covenants not to compete and premium on purchased deposits, which are amortized over their estimated useful lives. Intangible assets related to acquired deposit bases are primarily amortized over 10 years using an accelerated method. Management evaluates whether events or circumstances have occurred that indicate the remaining useful life or carrying value of amortizing intangibles should be revised. Goodwill represents the excess of cost over net assets of acquired businesses less identifiable intangible assets. On an annual basis, FHN assesses goodwill for impairment.

Derivative Financial Instruments. FHN accounts for derivative financial instruments in accordance with ASC 815 which requires recognition of all derivative instruments on the balance sheet as either an asset or liability measured at fair value through adjustments to either accumulated other comprehensive income within shareholders’ equity or current earnings. Fair value is defined as the price that would be received to sell a derivative asset or paid to transfer a derivative liability in an orderly transaction between market participants on the transaction date. Fair value is determined using available market information and appropriate valuation methodologies. FHN has elected to present its derivative assets and liabilities gross on the Consolidated Statements of Condition. Amounts of collateral posted or received have not been netted with the related derivatives unless the collateral amounts are considered legal settlements of the related derivative positions. See Note 22 - Derivatives for discussion on netting of derivatives.

FHN prepares written hedge documentation, identifying the risk management objective and designating the derivative instrument as a fair value hedge or cash flow hedge as applicable, or as a free-standing derivative instrument entered into as an economic hedge or to meet customers’ needs. All transactions designated as ASC 815 hedges must be assessed at inception and on an ongoing basis as to the effectiveness of the derivative instrument in offsetting changes in fair value or cash flows of the hedged item. For a fair value hedge, changes in the fair value of the derivative instrument and changes in the fair value of the hedged asset or liability attributable to the hedged risk are recognized currently in earnings. For a cash flow hedge, changes in the fair value of the derivative instrument, to the extent that it is effective, are recorded in accumulated other comprehensive income and subsequently reclassified to earnings as the hedged transaction impacts net income. Any ineffective portion of a cash flow hedge is recognized currently in earnings. For free-standing derivative instruments, changes in fair values are recognized currently in earnings. See Note 22 - Derivatives for additional information.

Cash flows from derivative contracts are reported as operating activities on the Consolidated Statements of Cash Flows.

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Note 1 – Summary of Significant Accounting Policies (Continued)

Advertising and Public Relations. Advertising and public relations costs are generally expensed as incurred.

Income Taxes. FHN accounts for income taxes using the asset and liability method pursuant to ASC 740, “Income Taxes,” which requires the recognition of deferred tax assets ("DTAs") and liabilities ("DTLs") for the expected future tax consequences of events that have been included in the financial statements. Under this method, FHN’s deferred tax assets and liabilities are determined based on differences between financial statement carrying amounts and the corresponding tax basis of certain assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on DTAs and DTLs is recognized in income in the period that includes the enactment date.

Additionally, DTAs are subject to a “more likely than not” test to determine whether the full amount of the DTAs should be recognized in the financial statements. FHN evaluates the likelihood of realization of the DTA based on both positive and negative evidence available at the time, including (as appropriate) scheduled reversals of DTLs, projected future taxable income, tax planning strategies, and recent financial performance. If the “more likely than not” test is not met, a valuation allowance must be established against the DTA. In the event FHN determines that DTAs are realizable in the future in excess of their net recorded amount, FHN would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

FHN records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) it is determined whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority is recognized. FHN's ASC 740 policy is to recognize interest and penalties related to unrecognized tax benefits as a component of income tax expense. Accrued interest and penalties are included within the related tax asset/liability line in the consolidated balance sheet.

FHN and its eligible subsidiaries are included in a consolidated federal income tax return. FHN files separate returns for subsidiaries that are not eligible to be included in a consolidated federal income tax return. Based on the laws of the applicable state where it conducts business operations, FHN either files consolidated, combined, or separate returns. The federal tax returns for Capital Bank Financial Corporation for 2010 - 2012 are under examination by the IRS. With few exceptions, FHN returns are no longer subject to federal or state and local tax examinations by tax authorities for years before 2013. FHN is currently under federal examination for 2013-2015 and is also under examination in several states.

Earnings per Share. Earnings per share is computed by dividing net income or loss available to common shareholders by the weighted average number of common shares outstanding for each period. Diluted earnings per share in net income periods is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding adjusted to include the number of additional common shares that would have been outstanding if the potential dilutive common shares resulting from performance shares or units, restricted shares or units, and options granted under FHN’s equity compensation plans and deferred compensation arrangements had been issued. FHN utilizes the treasury stock method in this calculation. Diluted earnings per share does not reflect an adjustment for potentially dilutive shares in periods in which a net loss available to common shareholders exists.

Equity Compensation. FHN accounts for its employee stock-based compensation plans using the grant date fair value of an award to determine the expense to be recognized over the life of the award. Stock options are valued using an option-pricing model, such as Black-Scholes. Restricted and performance shares and share units are valued at the stock price on the grant date. Awards with post-vesting transfer restrictions are discounted using models that reflect market considerations for illiquidity. For awards with service vesting criteria, expense is recognized using the straight-line method over the requisite service period (generally the vesting period). Forfeitures are recognized when they occur. For awards vesting based on a performance measure, anticipated performance is projected to determine the number of awards expected to vest, and the corresponding aggregate expense is adjusted to reflect the elapsed portion of the performance period. If a performance period extends beyond the required service term, total expense is adjusted for changes in estimated achievement through the end of the performance period. The fair value of equity awards with cash payout requirements, as well as awards for which fair value cannot be estimated at grant date, is remeasured each reporting period through vesting date. Performance awards with pre-grant date achievement criteria are expensed over the period from the start of the performance period through the end of the service vesting term. Awards are amortized using the nonsubstantive vesting methodology which requires that expense associated with awards having only service vesting criteria that continue vesting after retirement be recognized over a period ending no later than an employee’s retirement eligibility date.

Repurchase and Foreclosure Provision. The repurchase and foreclosure provision is the charge to earnings necessary to maintain the liability at a level that reflects management’s best estimate of losses associated with the repurchase of loans

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previously transferred in whole loans sales or securitizations, or make whole requests as of the balance sheet date. See Note 17 - Contingencies and Other Disclosures for discussion related to FHN’s obligations to repurchase such loans.

Legal Costs. Generally, legal costs are expensed as incurred.

Contingency Accruals. Contingent liabilities arise in the ordinary course of business, including those related to lawsuits, arbitration, mediation, and other forms of litigation. FHN establishes loss contingency liabilities for matters when loss is both probable and reasonably estimable in accordance with ASC 450-20-50 “Contingencies - Accruals for Loss Contingencies”. If loss for a matter is probable and a range of possible loss outcomes is the best estimate available, accounting guidance generally requires a liability to be established at the low end of the range. Expected recoveries from insurance and indemnification arrangements are recognized if they are considered equally as probable and reasonably estimable as the related loss contingency up to the recognized amount of the estimated loss. Gain contingencies and expected recoveries from insurance and indemnification arrangements in excess of the associated recorded estimated losses are recognized when received. Recognized recoveries are recorded as offsets to the related expense in the Consolidated Statements of Income. The favorable resolution of a gain contingency generally results in the recognition of other income in the Consolidated Statements of Income. Contingencies assumed in business combinations are evaluated through the end of the one-year post-closing measurement period.  If the acquisition-date fair value of the contingency can be determined during the measurement period, recognition occurs as part of the acquisition-date fair value of the acquired business.  If the acquisition-date fair value of the contingency cannot be determined, but loss is considered probable as of the acquisition date and can be reasonably estimated within the measurement period, then the estimated amount is recorded within acquisition accounting.  If the requirements for inclusion of the contingency as part of the acquisition are not met, subsequent recognition of the contingency is included in earnings.

Summary of Accounting Changes. Effective January 1, 2017, FHN adopted the provisions of Accounting Standards Update (“ASU”) 2016-09, “Improvements to Employee Share-Based Payment Accounting,” which makes several revisions to equity compensation accounting. Under the new guidance all excess tax benefits and deficiencies that occur when an award vests, is exercised, or expires are recognized in income tax expense as discrete period items. Previously, these transactions were typically recorded directly within equity. Consistent with this change, excess tax benefits and deficiencies are no longer included within estimated proceeds when performing the treasury stock method for calculation of diluted earnings per share. Excess tax benefits are also recognized at the time an award is exercised or vests compared to the previous requirement to delay recognition until the deduction reduces taxes payable. The presentation of excess tax benefits in the statement of cash flows shifted to an operating activity from the prior classification as a financing activity.

ASU 2016-09 also provides an accounting policy election to recognize forfeitures of awards as they occur when estimating stock-based compensation expense rather than the previous requirement to estimate forfeitures from inception. FHN has elected to recognize forfeitures as they occur. Further, ASU 2016-09 permits employers to use a net-settlement feature to withhold taxes on equity compensation awards up to the maximum statutory tax rate without affecting the equity classification of the award. Under previous guidance, withholding of equity awards in excess of the minimum statutory requirement resulted in liability classification for the entire award. The related cash remittance by the employer for employee taxes is treated as a financing activity in the statement of cash flows. Transition to the new guidance was accomplished through a combination of retrospective (cash flows), cumulative-effect adjustment to equity (forfeitures) and prospective methodologies (tax windfalls and shortfalls). The effects of adopting ASU 2016-09 were not significant.

Effective January 1, 2017, FHN early adopted the provisions of ASU 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory” which requires recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Therefore, ASU 2016-16 reverses the previous requirement to delay recognition of the tax consequences of these transactions until the associated assets are sold to an outside party. Adoption of ASU 2016-16 did not have a significant effect on FHN.

In December 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin (“SAB”) No. 118, “Income Tax Accounting Implications of the Tax Cuts and Jobs Act” which provides guidance on the timing of recognition for the effects of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). Under SAB No. 118, companies are provided a measurement period of up to one year from enactment of the Tax Act to evaluate and record its effects. Companies are expected to make final adjustments when the required information is available. Companies are required to record provisional amounts when sufficient information to make a reasonable estimate is available. SAB No. 118 contains several disclosure requirements regarding a company’s assessment and recording the effects of the Tax Act, including the amounts recorded and the status of estimating potential additional effects. SAB No. 118 was effective immediately upon issuance and FHN has included the required disclosures in Note 15 - Income Taxes.

97

Note 1 – Summary of Significant Accounting Policies (Continued)

Issued in February 2018, ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” provides an election for reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects solely resulting from the Tax Act. The stranded tax effects were created because current accounting requirements indicate that all changes in deferred tax assets and liabilities due to changes in enacted tax rates be recorded through tax provision, even when the deferred tax asset or liability was originally created with an offset to accumulated comprehensive income. For FHN, this includes net deferred tax assets related to net unrealized losses on AFS securities, net actuarial losses for pension and postretirement plans, and the effective portion of cash flow hedging activities. The provisions of ASU 2018-02 do not apply to past or future changes in tax rates. Adoption of ASU 2018-02 is required for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted in any interim period for which financial statements have not yet been issued. FHN elected early adoption as of December 31, 2017 and made a reclassification of $57.5 million from accumulated other comprehensive income to retained earnings.

Accounting Changes Issued but Not Currently Effective

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers.” ASU 2014-09 does not change revenue recognition for financial assets. The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This is accomplished through a five-step recognition framework involving 1) the identification of contracts with customers, 2) identification of performance obligations, 3) determination of the transaction price, 4) allocation of the transaction price to the performance obligations and 5) recognition of revenue as performance obligations are satisfied. Additionally, qualitative and quantitative information is required for disclosure regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In February 2016, the FASB issued ASU 2016-08, “Principal versus Agent Considerations,” which provides additional guidance on whether an entity should recognize revenue on a gross or net basis, based on which party controls the specified good or service before that good or service is transferred to a customer. In April 2016, the FASB issued ASU 2016-10, “Identifying Performance Obligations and Licensing,” which clarifies the original guidance included in ASU 2014-09 for identification of the goods or services provided to customers and enhances the implementation guidance for licensing arrangements. ASU 2016-12, “Narrow-Scope Improvements and Practical Expedients,” was issued in May 2016 to provide additional guidance for the implementation and application of ASU 2014-09. “Technical Corrections and Improvements” ASU 2016-20 was issued in December 2016 and provides further guidance on certain issues. These ASUs are effective in annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Transition to the new requirements may be made by retroactively revising prior financial statements (with certain practical expedients permitted) or by a cumulative effect through retained earnings. If the latter option is selected, additional disclosures are required for comparability. FHN has elected to adopt the provisions of the revenue recognition standards through the cumulative effect alternative. Additionally, FHN evaluated the effects of the revenue standards on its recognition and presentation practices and determined that there are no significant effects on the timing of recognition, which results in no cumulative effect adjustment being required. FHN determined that in situations where its broker-dealer operations serve as the lead underwriter, the associated revenues and expenses will be presented gross, on a prospective basis starting in first quarter 2018. The effect on 2018 revenues and expenses will not be significant.

In February 2017, the FASB issued ASU 2017-05, “Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets” which clarifies the meaning and application of the term "in substance nonfinancial asset" in transactions involving both financial and nonfinancial assets. If substantially all of the fair value of the assets that are promised to the counterparty in a contract are concentrated in nonfinancial assets, then all of the financial assets promised to the counterparty are in substance nonfinancial assets within the scope of revenue recognition guidance for nonfinancial assets. ASU 2017-05 also clarifies that an entity should identify each distinct nonfinancial asset or in substance nonfinancial asset promised to a counterparty and derecognize each asset when a counterparty obtains control of it with the amount of revenue recognized based on the allocation guidance provided in ASU 2014-09. ASU 2017-05 also requires an entity to derecognize a distinct nonfinancial asset or distinct in substance nonfinancial asset in a partial sale transaction when it 1) does not have (or ceases to have) a controlling financial interest in the legal entity that holds the asset in accordance with Topic 810 and 2) transfers control of the asset in accordance with the provisions of ASU 2014-09. Once an entity transfers control of a distinct nonfinancial asset or distinct in substance nonfinancial asset, it is required to measure any noncontrolling interest it receives (or retains) at fair value. ASU 2017-05 has the same effective date and transition provisions as ASU 2014-09 and the two standards must be adopted simultaneously although the transition methods may be different. FHN has elected to adopt ASU 2017-05 through the cumulative effect approach. FHN has determined that there are no significant effects on the timing of revenue recognition, which results in no cumulative effect adjustment being required.

98

Note 1 – Summary of Significant Accounting Policies (Continued)

In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-01 makes several revisions to the accounting, presentation and disclosure for financial instruments. Equity investments (except those accounted for under the equity method, those that result in consolidation of the investee, and those held by entities subject to specialized industry accounting which already apply fair value through earnings) are required to be measured at fair value with changes in fair value recognized in net income. This excludes FRB and FHLB stock holdings which are specifically exempted from the provisions of ASU 2016-01. An entity may elect to measure equity investments that do not have readily determinable market values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar instruments from the same issuer. ASU 2016-01 also requires a qualitative impairment review for equity investments without readily determinable fair values, with measurement at fair value required if impairment is determined to exist. For liabilities for which fair value has been elected, ASU 2016-01 revises current accounting to record the portion of fair value changes resulting from instrument-specific credit risk within other comprehensive income rather than earnings. FHN has not elected fair value accounting for any existing financial liabilities. Additionally, ASU 2016-01 clarifies that the need for a valuation allowance on a deferred tax asset related to available-for-sale securities should be assessed in combination with all other deferred tax assets rather than being assessed in isolation. ASU 2016-01 also makes several changes to existing fair value presentation and disclosure requirements, including a provision that all disclosures must use an exit price concept in the determination of fair value. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Transition is through a cumulative effect adjustment to retained earnings for equity investments with readily determinable fair values. Equity investments without readily determinable fair values, for which the accounting election is made, will have any initial fair value marks recorded through earnings prospectively after adoption.

Upon adoption, FHN reclassified all equity investments out of available-for-sale securities, leaving only debt securities within this classification. FHN evaluated the nature of its current equity investments and determined that substantially all qualify for the election available to assets without readily determinable fair values, including its holdings of Visa Class B shares. Accordingly, FHN has applied this election and any future fair value marks for these investments will be recognized through earnings on a prospective basis subsequent to adoption. The requirements of ASU 2016-01 related to assessment of deferred tax assets and disclosure of the fair value of financial instruments did not have a significant effect on FHN because its current accounting and disclosure practices conform to the requirements of ASU 2016-01.

In February 2016, the FASB issued ASU 2016-02, “Leases,” which requires a lessee to recognize in its statement of condition a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. ASU 2016-02 leaves lessor accounting largely unchanged from prior standards. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. All other leases must be classified as financing or operating leases which depends on the relationship of the lessee’s rights to the economic value of the leased asset. For finance leases, interest on the lease liability is recognized separately from amortization of the right-of-use asset in earnings, resulting in higher expense in the earlier portion of the lease term. For operating leases, a single lease cost is calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis.

In transition to ASU 2016-02, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply, which would result in continuing to account for leases that commence before the effective date in accordance with previous requirements (unless the lease is modified) except that lessees are required to recognize a right-of-use asset and a lease liability for all operating leases at each reporting date based on the present value of the remaining minimum rental payments that were tracked and disclosed under previous requirements. ASU 2016-02 also requires expanded qualitative and quantitative disclosures to assess the amount, timing, and uncertainty of cash flows arising from lease arrangements. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. FHN is evaluating the impact of ASU 2016-02 on its current accounting and disclosure practices. An alternative cumulative effect transition methodology has been proposed, but not yet issued, which FHN anticipates that it would elect if available.

In March 2016, the FASB issued ASU 2016-04, “Recognition of Breakage of Certain Prepaid Stored-Value Products,” which indicates that liabilities related to the sale of prepaid stored-value products are considered financial liabilities and should have a breakage estimate applied for estimated unused funds. ASU 2016-04 does not apply to stored-value products that can only be redeemed for cash, are subject to escheatment or are linked to a segregated bank account. ASU 2016-04 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of ASU 2016-04 did not have a significant effect on FHN’s current accounting and disclosure practices.

99

Note 1 – Summary of Significant Accounting Policies (Continued)

In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments,” which revises the measurement and recognition of credit losses for assets measured at amortized cost (e.g., held-to-maturity (“HTM”) loans and debt securities) and available-for-sale (“AFS”) debt securities. Under ASU 2016-13, for assets measured at amortized cost, the current expected credit loss (“CECL”) is measured as the difference between amortized cost and the net amount expected to be collected. This represents a departure from existing GAAP as the “incurred loss” methodology for recognizing credit losses delays recognition until it is probable a loss has been incurred. The measurement of current expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. Additionally, current disclosures of credit quality indicators in relation to the amortized cost of financing receivables will be further disaggregated by year of origination. ASU 2016-13 leaves the methodology for measuring credit losses on AFS debt securities largely unchanged, with the maximum credit loss representing the difference between amortized cost and fair value. However, such credit losses will be recognized through an allowance for credit losses, which permits recovery of previously recognized credit losses if circumstances change.

ASU 2016-13 also revises the recognition of credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”). For PCD assets, the initial allowance for credit losses is added to the purchase price. Only subsequent changes in the allowance for credit losses are recorded as a credit loss expense for PCD assets. Interest income for PCD assets will be recognized based on the effective interest rate, excluding the discount embedded in the purchase price that is attributable to the acquirer’s assessment of credit losses at acquisition. Currently, credit losses for purchased credit-impaired assets are included in the initial basis of the assets with subsequent declines in credit resulting in expense while subsequent improvements in credit are reflected as an increase in the future yield from the assets.

The provisions of ASU 2016-13 will be generally adopted through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in the year of adoption. Prospective implementation is required for debt securities for which an other-than-temporary-impairment (“OTTI”) had been previously recognized. Amounts previously recognized in accumulated other comprehensive income (“AOCI”) as of the date of adoption that relate to improvements in cash flows expected to be collected will continue to be accreted into income over the remaining life of the asset. Recoveries of amounts previously written off relating to improvements in cash flows after the date of adoption will be recorded in earnings when received. A prospective transition approach will be used for existing PCD assets where, upon adoption, the amortized cost basis will be adjusted to reflect the addition of the allowance for credit losses. Thus, an entity will not be required to reassess its purchased financial assets that exist as of the date of adoption to determine whether they would have met at acquisition the new criteria of more-than-insignificant credit deterioration since origination. An entity will accrete the remaining noncredit discount (based on the revised amortized cost basis) into interest income at the effective interest rate at the adoption date.

ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted in fiscal years beginning after December 15, 2018. FHN continues to evaluate the impact of ASU 2016-13.  FHN has met with industry experts, initiated training for key employees associated with the new standard, and defined an initial approach that it is currently testing.  Once testing is completed, FHN will begin to develop the formal models and processes that will be required to implement the new standard.

In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments,” which clarifies multiple cash flow presentation issues including providing guidance as to classification on the cash flow statement for certain cash receipts and cash payments where diversity in practice exists. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The provisions of ASU 2016-15 will be applied retroactively and will result in proceeds from bank-owned life insurance (“BOLI”) being classified as an investing activity rather than their prior classification as an operating activity.

In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which requires the disaggregation of the service cost component from the other components of net benefit cost for pension and postretirement plans. Service cost must be included in the same income statement line item as other compensation-related expenses. All other components of net benefit cost are required to be presented in the income statement separately from the service cost component, with disclosure of the line items where these amounts are recorded. The presentation requirements of ASU 2017-07 must be applied retrospectively and adoption is required for annual periods beginning after December 15, 2017, including interim periods within those annual periods. FHN’s disclosures for pension and postretirement costs provide details of the service cost and all other components for expenses recognized for its applicable benefit plans. These amounts are currently included in Employee compensation, incentives, and benefits expense in the Consolidated Statements of Income. Upon adoption of ASU 2017-07 FHN will reclassify the expense components other than service cost into All other expense and revise its disclosures accordingly. The amounts to be reclassified are presented in Note

100

Note 1 – Summary of Significant Accounting Policies (Continued)

11—Pension, Savings, and Other Employee Benefits in FHN's Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 and in Note 18-Pension, Savings, and Other Employee Benefits in in these financial statements.

In March 2017, the FASB issued ASU 2017-08, “Premium Amortization on Purchased Callable Debt Securities,” which shortens the amortization period for securities that have explicit, noncontingent call features that are callable at fixed prices and on preset dates. In contrast to the current requirement for premium amortization to extend to the contractual maturity date, ASU 2017-08 requires the premium to be amortized to the earliest call date. ASU 2017-08 does not change the amortization of discounts, which will continue to be amortized to maturity. The new guidance does not apply to either 1) debt securities where the prepayment date is not preset or the price is not known in advance or 2) debt securities that qualify for amortization based on estimated prepayment rates. ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 with early adoption permitted. Transition is accomplished through a cumulative-effect adjustment directly to retained earnings as of the beginning of the year of adoption. While there is no effect for its current investments, FHN has elected to early adopt the provisions of ASU 2017-08 in first quarter 2018.

In August 2017, the FASB issued ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities,” which revises the financial reporting for hedging relationships through changes to both the designation and measurement requirements for qualifying hedge relationships and the presentation of hedge results. ASU 2017-12 expands permissible risk component hedging strategies, including the designation of a contractually specified interest rate (e.g., a bank’s prime rate) in hedges of cash flows from variable rate financial instruments. Additionally, ASU 2017-12 makes significant revisions to fair value hedging activities, including the ability to measure the fair value changes for a hedged item solely for changes in the benchmark interest rate, permitting partial-term hedges, limiting consideration of prepayment risk for hedged debt instruments solely to the effects of changes in the benchmark interest rate and allowing for certain hedging strategies to be applied to closed portfolios of prepayable debt instruments. ASU 2017-12 also provides elections for the exclusion of certain portions of a hedging instrument’s change in fair value from the assessment of hedge effectiveness. If elected, the fair value changes of these excluded components may be recognized immediately or recorded into other comprehensive income with recycling into earnings using a rational and systematic methodology over the life of the hedging instrument.

Under ASU 2017-12 some of the documentation requirements for hedge accounting relationships are relaxed, but the highly effective threshold has been retained. Hedge designation documentation and a prospective qualitative assessment are still required at hedge inception, but the initial quantitative analysis may be delayed until the end of the quarter the hedge is commenced. If certain criteria are met, an election can be made to perform future effectiveness assessments using a purely qualitative methodology. ASU 2017-12 also revises the income statement presentation requirements for hedging activities. For fair value hedges, the entire change in the fair value of the hedging instrument included in the assessment of effectiveness is recorded to the same income statement line item used to present the earnings effect of the hedged item. For cash flow hedges, the entire fair value change of the hedging instrument that is included in the assessment of hedge effectiveness is initially recorded in other comprehensive income and later recycled into earnings as the hedged transaction(s) affect net income with the income statement effects recorded in the same financial statement line item used to present the earnings effect of the hedged item.

ASU 2017-12 also makes revisions to the current disclosure requirements for hedging activities to reflect the presentation of hedging results consistent with the changes to income statement classification and to improve the disclosure of the hedging results on the balance sheet. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018 with early adoption permitted in any period after issuance. Adoption for all existing hedging relationships is performed through a cumulative effect adjustment to the applicable balance sheet accounts with an offset to retained earnings as of the beginning of the fiscal year.

FHN early adopted the provisions of ASU 2017-12 in the first quarter of 2018. Prospectively, FHN will record components of hedging results for its fair value and cash flow hedges previously recognized in other expense within either interest income or interest expense. Additionally, FHN made cumulative effect adjustments to the hedged items, accumulated other comprehensive income and retained earnings as of the beginning of 2018. The magnitude of the cumulative effect adjustments and prospective effects are insignificant for FHN’s existing hedge relationships.

101

Note 2 – Acquisitions and Divestitures

On November 30, 2017, FHN completed its acquisition of Capital Bank Financial Corporation ("CBF") and its subsidiaries, including Capital Bank Corporation for an aggregate of 92,043,171 shares of FHN common stock and $423.6 million in cash in a transaction valued at $2.2 billion. CBF operated 178 branches in North and South Carolina, Tennessee, Florida and Virginia at the time of closing.

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of November 30, 2017:

	Capital Bank Financial Corporation
	Purchase Accounting/
	As			Fair Value
	Acquired			Adjustments				As recorded
(Dollars in thousands)	(unaudited)			(unaudited)				by FHN
Assets:
Cash and cash equivalents	$	205,999		$	—			$	205,999
Trading securities	4,758			(4,758		)	(a)	—
Loans held-for-sale	—			134,003				134,003
Securities available-for-sale	1,017,867			175,526				1,193,393
Securities held-to-maturity	177,549			(177,549		)		—
Loans	7,596,049			(320,372		)		7,275,677
Allowance for loan losses	(45,711		)	45,711				—
CBF Goodwill	231,292			(231,292		)		—
Other intangible assets	24,498			119,302				143,800
Premises and equipment	196,298			37,054				233,352
OREO	43,077			(9,149		)		33,928
Other assets	617,232			41,320			(b)	658,552
Total assets acquired	$	10,068,908		$	(190,204	)		$	9,878,704
Liabilities:
Deposits	$	8,141,593		$	(849	)		$	8,140,744
Securities sold under agreements to repurchase	26,664			—				26,664
Other short-term borrowings	390,391			—				390,391
Term borrowings	119,486			67,683				187,169
Other liabilities	59,995			4,291				64,286
Total liabilities assumed	8,738,129			71,125				8,809,254
Net assets acquired	$	1,330,779		$	(261,329	)		1,069,450
Consideration paid:
Equity								(1,792,759		)
Cash								(423,592		)
Total consideration paid								(2,216,351		)
Goodwill								$	1,146,901

(a) Amount represents a conformity adjustment to align with FHN presentation.

(b) Amount primarily relates to a net deferred tax asset recorded for the effects of the purchase accounting adjustments.

Due to the timing of merger completion in relation to year end, the fact that back office functions (including loan and deposit processing) still have not been integrated, the evaluation of post-merger activity, and the extended information gathering and management review processes required to properly record acquired assets and liabilities, FHN considers its valuations of CBF's loans, loans held-for-sale, premises and equipment, OREO, other assets, tax receivables and payables, core deposit intangibles,

102

Note 2 – Acquisitions and Divestitures (Continued)

other potential intangibles, time deposits, acquired debt, lease intangibles, other liabilities and acquired contingencies to be provisional as management continues to identify and assess information regarding the nature of these assets and liabilities and reviews the associated valuation assumptions and methodologies. Accordingly, the amounts recorded for current and deferred tax assets and liabilities are also considered provisional as FHN continues to evaluate the nature and extent of permanent and temporary (timing) differences between the book and tax bases of the acquired assets and liabilities assumed. Additionally, the accounting policies of both FHN and CBF are in the process of being reviewed in detail. Upon completion of such review, conforming adjustments or financial statement reclassification may be determined. See Note 17 - Contingencies and Other Disclosures for additional information related to acquired contingencies.

In relation to the acquisition, FHN has recorded preliminary goodwill of $1.1 billion, representing the excess of acquisition consideration over the estimated fair value of net assets acquired. All goodwill has been attributed to FHN’s Regional Banking segment (refer to Note 7 - Intangible Assets for additional information). This goodwill is the result of 1) the addition of an experienced workforce, 2) expected synergies to be realized within overlapping banking markets, 3) operational efficiencies to be obtained through integration of back office functions and 4) proportionately lower net operating costs from a larger company scale. $17.0 million of goodwill is expected to be deductible for tax purposes as a result of tax bases carryover resulting from prior CBF acquisitions. FHN’s operating results for 2017 include the operating results of the assets and liabilities acquired from CBF subsequent to the acquisition on November 30, 2017.

Following is a description of the methods used to determine the fair values of significant assets and liabilities presented above.

Cash and cash equivalents: The carrying amount of these assets is a reasonable estimate of fair value based on the short-term nature of these assets.

Securities available-for-sale: Fair values for securities are based on quoted prices where available. If quoted market prices are not available, fair value estimates are based on observable inputs obtained from market transactions in similar securities. Securities held-to-maturity were reclassified to securities available-for-sale based on FHN’s intent at closing.

Loans and loans held-for-sale: Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan, amortization status and current discount rates. Loans were aggregated according to similar characteristics when applying various valuation techniques. The discount rate does not include a factor for credit losses as that has been included as a reduction to the estimated cash flows. Loans held-for-sale were classified according to FHN’s intent at closing.

Intangible assets: Core deposit intangible ("CDI") represents the value of the relationships with deposit customers. The fair value was based on a discounted cash flow methodology that considered expected customer attrition rates, net maintenance cost of the deposit base, alternate costs of funds, and the interest costs associated with customer deposits. The CDI is being amortized over 10 years using an accelerated methodology based upon the period over which estimated economic benefits are estimated to be received. Lease intangibles are valued using a discounted cash flow methodology which compares the current contractual rental payments to estimated current market rents for the property.

Premises and Equipment: Land and buildings held-for-use are valued at appraised values, which reflect considerations of recent disposition values for similar property types with adjustments for characteristics of individual properties. Locations held-for-sale are valued at appraised values which also reference recent disposition values for similar property types but also considers marketability discounts for vacant properties. The valuations of locations held-for-sale are reduced by estimated costs to sell. Other fixed assets are valued using a discounted cash flow methodology which reflects estimates of the future value of the assets to a hypothetical buyer.

OREO: OREO properties are valued at estimated fair value less estimated costs to sell the real estate. Estimated fair value is determined using appraised values which includes consideration of recent disposition values for similar property types with adjustments for characteristics of individual properties.

Deposits: The fair values used for the demand and savings deposits by definition equal the amount payable on demand at the acquisition date. The fair values for time deposits are estimated using a discounted cash flow calculation using the remaining duration of the accounts and reflects the difference in interest rates currently being offered to the contractual interest rates on such time deposits.

Securities sold under agreements to repurchase and Other short-term borrowings: The carrying amount of these liabilities is a reasonable estimate of fair value based on the short-term nature of these liabilities.

103

Note 2 – Acquisitions and Divestitures (Continued)

Term borrowings: The fair values of long-term debt instruments are estimated based on quoted market prices for the instrument if available, or for similar instruments if not available, or by using discounted cash flow analysis, based on estimated current borrowing rates for similar types of instruments and considers whether the debt is currently callable. Estimated discount rates are determined from the perspective of the post-merger combined entity rather than the acquiree and/or original issuers.

The following table presents financial information regarding the former CBF operations included in FHN's Consolidated Statements of Income from the date of acquisition (November 30, 2017) through December 31, 2017. Additionally, the table presents unaudited proforma information as if the acquisition of CBF had occurred on January 1, 2016:

	Actual from acquisition date through
			Unaudited Pro Forma for
			Year Ended December 31
(Dollars in thousands)	December 31, 2017		2017		2016
Net interest income	$	31,253	$	1,165,006	$	1,033,218
Noninterest income	6,192		563,581		638,493
Pre-tax income	16,534		476,911		458,667
Net income available to common shareholders (a)	NM		274,416		293,981

(a) Net income available to common shareholders is not meaningful for actual CBF results from the acquisition date through December 31, 2017 because of the effect of tax reform.

The pro forma financial information and explanatory notes have been prepared to illustrate the effects of the merger between FHN and CBF under the acquisition method of accounting. The pro forma financial information is presented for illustrative purposes only and does not necessarily indicate the financial results of the combined companies had the companies actually been combined at the beginning of each period presented, nor does it necessarily indicate the results of operations in future periods or the future financial position of the combined entities. Cost savings and other business synergies related to the acquisition are not reflected in the pro forma amounts.

This unaudited pro forma information combines the historical consolidated results of operations of FHN and CBF for the periods presented and gives effect to the following nonrecurring adjustments:

Fair value adjustments: Pro forma adjust to net interest income of $34.5 million and $46.5 million for the years ended December 31, 2017 and 2016, respectively, to record estimated amortization of premiums and accretion of discounts on acquired loans, securities, deposits, and term borrowings.

CBF accretion/amortization: Pro forma adjustment to net interest income of $24.4 million and $25.9 million for the years ended December 31, 2017 and 2016, respectively, to eliminate CBF amortization of premiums and accretion of discounts and previously acquired loans, securities, and deposits.

Amortization of acquired intangibles: Pro forma adjustment to noninterest expense of $15.8 million and $18.0 million for the years ended December 31, 2017 and 2016, respectively, to record estimated amortization on acquired CDI and other lease intangibles.

Other adjustments: Pro forma results also include adjustments related to the removal of CBF's intangible amortization expense, amortization of previously acquired lease intangibles, and FHN's merger-related costs. Also includes adjustments to depreciation expense to record estimated fair value marks for CBF tangible assets, as well as income-tax effects of pro forma adjustments.

FHN incurred $1.0 million of costs associated with the equity issued to CBF shareholders. These costs have been netted against the balance of Capital surplus recognized for the equity portion of the purchase price. All expenses related to the merger and integration with CBF are recorded in FHN’s Corporate segment. Integration activities are expected to be substantially complete within 2018.

104

Note 2 – Acquisitions and Divestitures (Continued)

Total CBF merger and integration expenses recognized in 2017 are presented in the table below:

(Dollars in thousands)
Professional fees (a)	$	28,151
Employee compensation, incentives and benefits (b)	17,077
Contract employment and outsourcing (c)	1,270
Miscellaneous expense (d)	1,291
All other expense (e)	8,959
Total	$	56,748

(a) Primarily comprised of fees for investment bankers, legal, accounting, and merger consultants.

(b) Primarily comprised of fees for change in control, severance, and retention.

(c) Primarily relates to fees for temporary assistance for merger and integration activities.

(d) Consists of fees for operations services, travel and entertainment, communications and courier, advertising and public relations, computer software, equipment rentals, deprecation, and maintenance, supplies, and occupancy.

(e) Primarily relates to asset impairments related to the integration and other miscellaneous expenses.

On April 3, 2017, FTN Financial acquired substantially all of the assets and assumed substantially all of the liabilities of Coastal Securities, Inc. (“Coastal”), a national leader in the trading, securitization, and analysis of Small Business Administration (“SBA”) loans, for approximately $131 million in cash. Coastal, which was based in Houston, TX, also traded United States Department of Agriculture (“USDA”) loans and fixed income products and provided municipal underwriting and advisory services to its clients. Coastal’s government-guaranteed loan products, combined with FTN Financial’s existing SBA trading activities, have established an additional major product sector for FTN Financial.

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of April 3, 2017:

	Coastal Securities, Inc
	Purchase Accounting/
	As		Fair Value
	Acquired		Adjustments			As recorded
(Dollars in thousands)	(unaudited)		(unaudited)			by FHN
Assets:
Cash and cash equivalents	$	7,502	$	—		$	7,502
Interest-bearing cash	4,132		—			4,132
Trading securities	423,662		(284,580		)	139,082
Loans held-for-sale	—		236,088			236,088
Investment securities	—		1,413			1,413
Other intangible assets, net	—		27,300			27,300
Premises and equipment, net	1,229		—			1,229
Other assets	1,658		14			1,672
Total assets acquired	$	438,183	$	(19,765	)	$	418,418
Liabilities:
Securities sold under agreements to repurchase	$	201,595	$	—		$	201,595
Other short-term borrowings	33,509		—			33,509
Fixed income payables	143,647		(47,158		)	96,489
Other liabilities	958		(642		)	316
Total liabilities assumed	379,709		(47,800		)	331,909
Net assets acquired	$	58,474	$	28,035		86,509
Consideration paid:
Cash						(131,473		)
Goodwill						$	44,964

105

Note 2 – Acquisitions and Divestitures (Continued)

In relation to the acquisition, FHN has recorded $45.0 million in goodwill, representing the excess of acquisition consideration over the estimated fair value of net assets acquired (refer to Note 7 - Intangible Assets for additional information), and all of which is expected to be deductible for tax purposes. The goodwill is the result of adding an experienced workforce, establishing an additional major product sector for FTN Financial, expected synergies, and other factors. FHN's operating results for 2017 include the operating results of the acquired assets and assumed liabilities of Coastal subsequent to the acquisition on April 3, 2017.

On September 16, 2016, FTBNA acquired $537.4 million in unpaid principal balance (“UPB”) of restaurant franchise loans from GE Capital’s Southeast and Southwest regional portfolios. Subsequent to the acquisition the acquired loans were combined with existing FTBNA relationships to establish a franchise finance specialty banking business.

On October 2, 2015, FHN completed its acquisition of TrustAtlantic Financial Corporation (“TrustAtlantic Financial” or “TAF”), and its wholly-owned bank subsidiary TrustAtlantic Bank (“TAB”), for an aggregate of 5,093,657 shares of FHN common stock and $23.9 million in cash in a transaction valued at $96.7 million. Prior to the acquisition TAF and TAB were headquartered in Raleigh, North Carolina, where TAB had five branches located in the communities of Raleigh, Cary and Greenville. TAB merged into FTBNA on October 16, 2015 and the TAB branches became First Tennessee branches upon closing that merger. The acquisition expanded and strengthened FHN’s market share in its Mid-Atlantic region.

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of October 2, 2015:

	TrustAtlantic Financial Corporation
	Purchase Accounting/
	As			Fair Value
	Acquired			Adjustments			As recorded
(Dollars in thousands)	(unaudited)			(unaudited)			by FHN
Assets:
Cash and cash equivalents	$	18,801		$	—		$	18,801
Securities available-for-sale	73,822			(10		)	73,812
Loans, net of unearned income	298,050			(16,106		)	281,944
Allowance for loan losses	(4,639		)	4,639			—
Core deposit intangible	84			1,866			1,950
TAF Goodwill	3,721			(3,721		)	—
Premises and equipment, net	2,353			1,214			3,567
OREO	1,018			(95		)	923
Deferred tax asset	2,940			4,262			7,202
Other assets	10,638			1,135			11,773
Total assets acquired	$	406,788		$	(6,816	)	$	399,972
Liabilities:
Deposits	$	342,788		$	1,300		$	344,088
Other liabilities	3,173			1,407			4,580
Total liabilities assumed	345,961			2,707			348,668
Net assets acquired	$	60,827		$	(9,523	)	51,304
Consideration paid:
Equity consideration							(72,791		)
Cash							(23,888		)
Total consideration paid							(96,679		)
Goodwill							$	45,375

In relation to the acquisition, FHN recorded $45.4 million in goodwill, representing the excess of acquisition consideration over the estimated fair value of net assets acquired (refer to Note 7 – Intangible Assets for additional information). This goodwill is

106

Note 2 – Acquisitions and Divestitures (Continued)

the result of expected operational synergies, expansion in the Mid-Atlantic region and other factors, and only an immaterial amount of goodwill is expected to be deductible for tax purposes. FHN’s operating results for 2017, 2016 and 2015 include the operating results of the acquired assets and assumed liabilities of TAF subsequent to the acquisition on October 2, 2015.

In addition to the transactions mentioned above, FHN acquires or divests assets from time to time in transactions that are considered business combinations or divestitures but are not material to FHN individually or in the aggregate. The most recent transaction of that type closed in October 2017, when FTBNA acquired the operations and certain assets of Professional Mortgage Company, Inc. ("PMC"). PMC is a provider of institutional debt capital and commercial mortgage loan servicing. Eleven professionals joined FTBNA's commercial real estate ("CRE") team as a result of the transaction, expanding the capabilities of its CRE platform.

107

Note 3 – Investment Securities

The following tables summarize FHN’s investment securities on December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available-for-sale:
U.S. treasuries	$	100	$	—	$	(1	)	$	99
Government agency issued mortgage-backed securities (“MBS”)	2,580,442		10,538		(13,604		)	2,577,376
Government agency issued collateralized mortgage obligations (“CMO”)	2,302,439		1,691		(34,272		)	2,269,858
Corporates and other debt	55,799		23		(40		)	55,782
Equity and other (a)	265,863		7		—			265,870
	$	5,204,643	$	12,259	$	(47,917	)	5,168,985
AFS debt securities recorded at fair value through earnings:
SBA-interest only strips (b)								1,270
Total securities available-for-sale (c)								$	5,170,255
Securities held-to-maturity:
Corporates and other debt	$	10,000	$	—	$	(99	)	$	9,901
Total securities held-to-maturity	$	10,000	$	—	$	(99	)	$	9,901

(a) Includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $134.6 million. The remainder is money market, mutual funds, and cost method investments.

(b) SBA-interest only strips are recorded at elected fair value. See Note 24 - Fair Value of Assets and Liabilities for additional information.

(c) Includes $4.0 billion of securities pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

	December 31, 2016
(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available-for-sale:
U.S. treasuries	$	100	$	—	$	—		$	100
Government agency issued MBS	2,217,593		14,960		(23,866		)	2,208,687
Government agency issued CMO	1,566,986		4,909		(23,937		)	1,547,958
Equity and other (a)	186,756		—		(2		)	186,754
Total securities available-for-sale (b)	$	3,971,435	$	19,869	$	(47,805	)	$	3,943,499
Securities held-to-maturity:
States and municipalities	$	4,347	$	393	$	—		$	4,740
Corporates and other debt	10,000		33		—			10,033
Total securities held-to-maturity	$	14,347	$	426	$	—		$	14,773

(a) Includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $68.6 million. The remainder is money market, mutual funds, and cost method investments.

(b) Includes $3.3 billion of securities pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

108

Note 3 – Investment Securities (Continued)

The amortized cost and fair value by contractual maturity for the available-for-sale and held-to-maturity securities portfolios on December 31, 2017 are provided below:

	Held-to-Maturity				Available-for-Sale
(Dollars in thousands)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	—	$	—	$	—	$	—
After 1 year; within 5 years	—		—		55,899		55,900
After 5 years; within 10 years	10,000		9,901		—		1,085
After 10 years	—		—		—		166
Subtotal	10,000		9,901		55,899		57,151
Government agency issued MBS and CMO (a)	—		—		4,882,881		4,847,234
Equity and other	—		—		265,863		265,870
Total	$	10,000	$	9,901	$	5,204,643	$	5,170,255

(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.

The table below provides information on gross gains and gross losses from investment securities for the year ended December 31:

	Available-for-Sale
(Dollars in thousands)	2017			2016			2015
Gross gains on sales of securities	$	2,514		$	5,754		$	5,630
Gross (losses) on sales of securities	(1,922		)	(4,213		)	(3,503		)
Net gain/(loss) on sales of securities (a) (b)	592			1,541			2,127
OTTI recorded (c)	—			(200		)	(749		)
Total securities gain/(loss), net	$	592		$	1,341		$	1,378

(a) Proceeds from sales during 2017, 2016 and 2015 were $937.0 million, $444.2 million and $69.7 million, respectively. 2016 includes a $1.5 million net gain from exchanges of approximately $736 million of AFS debt securities; 2015 includes a $1.8 million gain from an exchange of approximately $335 million of AFS debt securities.

(b) 2017 includes a $.4 million gain associated with the call of a $4.4 million held-to-maturity municipal bond.

(c) OTTI recorded is related to equity securities.

The following tables provide information on investments within the available-for-sale portfolio that had unrealized losses as of December 31, 2017 and 2016:

	As of December 31, 2017
	Less than 12 months					12 months or longer					Total
(Dollars in thousands)	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
U.S. treasuries	$	99	$	(1	)	$	—	$	—		$	99	$	(1	)
Government agency issued MBS	1,455,476		(4,738		)	331,900		(8,866		)	1,787,376		(13,604		)
Government agency issued CMO	1,043,987		(7,464		)	832,173		(26,808		)	1,876,160		(34,272		)
Corporates and other debt	15,294		(40		)	—		—			15,294		(40		)
Total temporarily impaired securities	$	2,514,856	$	(12,243	)	$	1,164,073	$	(35,674	)	$	3,678,929	$	(47,917	)

109

Note 3 – Investment Securities (Continued)

	As of December 31, 2016
	Less than 12 months					12 months or longer					Total
(Dollars in thousands)	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
Government agency issued MBS	$	1,912,126	$	(23,866	)	$	—	$	—		$	1,912,126	$	(23,866	)
Government agency issued CMO	1,059,471		(19,052		)	116,527		(4,885		)	1,175,998		(23,937		)
Total debt securities	2,971,597		(42,918		)	116,527		(4,885		)	3,088,124		(47,803		)
Equity	7		(2		)	—		—			7		(2		)
Total temporarily impaired securities	$	2,971,604	$	(42,920	)	$	116,527	$	(4,885	)	$	3,088,131	$	(47,805	)

FHN has reviewed investment securities that were in unrealized loss positions in accordance with its accounting policy for OTTI and does not consider them other-than-temporarily impaired. For 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. The decline in value is primarily attributable to changes in interest rates and not credit losses. For equity securities, FHN has both the ability and intent to hold these securities for the time necessary to recover the amortized cost.

110

Note 4 – Loans

The following table provides the balance of loans, net of unearned income, by portfolio segment as of December 31, 2017 and 2016:

	December 31
(Dollars in thousands)	2017		2016
Commercial:
Commercial, financial, and industrial	$	16,057,273	$	12,148,087
Commercial real estate	4,214,695		2,135,523
Consumer:
Consumer real estate (a)	6,367,755		4,523,752
Permanent mortgage	399,307		423,125
Credit card & other	619,899		359,033
Loans, net of unearned income	$	27,658,929	$	19,589,520
Allowance for loan losses	189,555		202,068
Total net loans	$	27,469,374	$	19,387,452

(a) Balances as of December 31, 2017 and 2016, include $24.2 million and $35.9 million of restricted real estate loans, respectively. See Note 21—Variable Interest Entities for additional information.

COMPONENTS OF THE LOAN PORTFOLIO

The loan portfolio is disaggregated into 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 determined based on the initial measurement attribute (i.e., amortized cost or purchased credit-impaired), risk characteristics of the loan, and FHN’s method for monitoring and assessing credit risk. Commercial loan portfolio segments include commercial, financial and industrial (“C&I”) and commercial real estate ("CRE"). Commercial classes within C&I include general C&I, loans to mortgage companies, the trust preferred loans (“TRUPS”) (i.e. long-term unsecured loans to bank and insurance-related businesses) portfolio and purchased credit-impaired (“PCI”) loans. Loans to mortgage companies include 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. Commercial classes within CRE include income CRE, residential CRE and PCI loans. Consumer loan portfolio segments include consumer real estate, permanent mortgage, and the credit card and other portfolio. Consumer classes include home equity lines of credit (“HELOCs”), real estate (“R/E”) installment and PCI loans within the consumer real estate segment, permanent mortgage (which is both a segment and a class), and credit card and other.

Concentrations

FHN has a concentration of residential real estate loans (24 percent of total loans), the majority of which is in the consumer real estate segment (23 percent of total loans). Loans to finance and insurance companies total $2.9 billion (18 percent of the C&I portfolio, or 10 percent of the total loans). FHN had loans to mortgage companies totaling $2.1 billion (13 percent of the C&I segment, or 8 percent of total loans) as of December 31, 2017. As a result, 31 percent of the C&I segment is sensitive to impacts on the financial services industry.

Restrictions

On December 31, 2017, $4.6 billion of commercial loans were pledged to secure potential discount window borrowings from the Federal Reserve Bank. Additionally, as of December 31, 2017 and 2016, FHN pledged all of its first and second lien mortgages and HELOCs, excluding restricted real estate loans to secure potential borrowings from the FHLB-Cincinnati. Restricted loans secure borrowings associated with consolidated VIEs. See Note 21 - Variable Interest Entities for additional discussion.

111

Note 4 – Loans (Continued)

Acquisition

On November 30, 2017, FHN completed its acquisition of CBF. The acquisition included $7.6 billion in unpaid balance of loans with a fair value of $7.4 billion of which $132.8 million is held-for-sale.

Generally, the fair value for the acquired loans is estimated using a discounted cash flow analysis with significant unobservable inputs (Level 3) including adjustments for expected credit losses, prepayment speeds, current market rates for similar loans, and an adjustment for investor-required yield given product-type and various risk characteristics.

At acquisition, FHN designated certain loans as PCI with the remaining loans accounted for under ASC 310-20, “Nonrefundable Fees and Other Costs”. Of the loans designated as PCI at acquisition, $5.0 million is held-for-sale. For loans accounted for under ASC 310-20, the difference between each loan’s book value and the estimated fair value at the time of the acquisition will be accreted into interest income over its remaining contractual life and the subsequent accounting and reporting will be similar to a loan in FHN’s originated portfolio.

The following tables reflect FHN's contractually required payments receivable, cash flows expected to be collected and the fair value of the acquired loans at the acquisition date of November 30, 2017. These amounts are considered provisional as management continues to identify and assess information regarding the nature of these assets and reviews the associated valuation assumptions and methodologies.

	Non-PCI Loans
(Dollars in thousands)	November 30, 2017
Contractually required payments including interest	$	9,182,610
Less : expected losses and foregone interest	(801,546		)
Cash flows expected to be collected	8,381,064
Fair value of loans acquired (a)	$	7,229,948

(a) Includes $127.8 million of loans held-for-sale.

	PCI Loans
(Dollars in thousands)	November 30, 2017
Contractually required payments including interest	$	258,950
Less : nonaccretable difference	(77,022		)
Cash flows expected to be collected	181,928
Less : accretable yield	(13,957		)
Fair value of loans acquired (a)	$	167,971

(a) Includes $5.0 million of loans held-for-sale.

The following table presents a rollforward of the accretable yield for the year ended December 31, 2017 and 2016:

	Year Ended December 31
(Dollars in thousands)	2017			2016
Balance, beginning of period	$	6,871		$	8,542
Addition	13,957			2,883
Accretion	(3,564		)	(3,963		)
Adjustment for payoffs	(1,917		)	(6,409		)
Adjustment for charge-offs	(45		)	(674		)
Adjustment for pool excess recovery (a)	(222		)	—
Increase in accretable yield (b)	467			6,525
Other	76			(33		)
Balance, end of period	$	15,623		$	6,871

(a) Represents the removal of accretable difference for the remaining loans in a pool which is now in a recovery state.

(b) Includes changes in the accretable yield due to both transfers from the nonaccretable difference and the impact of changes in the expected timing of the cash flows.

112

Note 4 – Loans (Continued)

At December 31, 2017, the ALLL related to PCI loans was $3.2 million compared to $.7 million at December 31, 2016. Net charge-offs related to PCI loans during 2017 were $.1 million, compared to $.4 million in 2016. The loan loss provision expense related to PCI loans during 2017 was $2.5 million, compared to a loan loss provision credit of $.5 million during 2016.

The following table reflects the outstanding principal balance and carrying amounts of the acquired PCI loans as of December 31, 2017 and 2016:

	December 31, 2017				December 31, 2016
(Dollars in thousands)	Carrying value		Unpaid balance		Carrying value		Unpaid balance
Commercial, financial and industrial	$	102,330	$	115,296	$	40,368	$	41,608
Commercial real estate	30,375		35,472		4,763		6,514
Consumer real estate	38,176		42,568		1,172		1,677
Credit card and other	5,500		6,351		52		64
Total	$	176,381	$	199,687	$	46,355	$	49,863

113

Note 4 – Loans (Continued)

Impaired Loans

The following tables provide information at December 31, 2017 and 2016, by class related to individually impaired loans and consumer TDRs, regardless of accrual status. Recorded investment is defined as the amount of the investment in a loan, excluding any valuation allowance but including any direct write-down of the investment. For purposes of this disclosure, PCI loans and the TRUPs valuation allowance have been excluded.

	December 31, 2017
(Dollars in thousands)	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded:
Commercial:
General C&I	$	8,183	$	17,372	$	—	$	7,810	$	—
Income CRE	—		—		—		—		—
Total	$	8,183	$	17,372	$	—	$	7,810	$	—
Consumer:
HELOC (a)	$	9,258	$	19,193	$	—	$	10,374	$	—
R/E installment loans (a)	4,093		4,663		—		4,076		—
Permanent mortgage (a)	5,132		7,688		—		5,602		—
Total	$	18,483	$	31,544	$	—	$	20,052	$	—
Impaired loans with related allowance recorded:
Commercial:
General C&I	$	31,774	$	38,256	$	5,119	$	29,183	$	773
TRUPS	3,067		3,700		925		3,139		—
Income CRE	1,612		1,612		49		1,695		52
Residential CRE	795		1,263		83		1,106		10
Total	$	37,248	$	44,831	$	6,176	$	35,123	$	835
Consumer:
HELOC	$	72,469	$	75,207	$	14,382	$	77,454	$	2,261
R/E installment loans	43,075		43,827		8,793		48,473		1,246
Permanent mortgage	79,662		90,934		12,105		81,422		2,455
Credit card & other	593		593		311		406		11
Total	$	195,799	$	210,561	$	35,591	$	207,755	$	5,973
Total commercial	$	45,431	$	62,203	$	6,176	$	42,933	$	835
Total consumer	$	214,282	$	242,105	$	35,591	$	227,807	$	5,973
Total impaired loans	$	259,713	$	304,308	$	41,767	$	270,740	$	6,808

(a) All discharged bankruptcy loans are charged down to an estimate of net realizable value and do not carry any allowance.

114

Note 4 – Loans (Continued)

	December 31, 2016
(Dollars in thousands)	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded:
Commercial:
General C&I	$	10,419	$	16,636	$	—	$	12,009	$	—
Income CRE	—		—		—		1,543		—
Total	$	10,419	$	16,636	$	—	$	13,552	$	—
Consumer:
HELOC (a)	$	11,383	$	21,662	$	—	$	11,168	$	—
R/E installment loans (a)	3,957		4,992		—		4,255		—
Permanent mortgage (a)	5,311		7,899		—		4,418		—
Total	$	20,651	$	34,553	$	—	$	19,841	$	—
Impaired loans with related allowance recorded:
Commercial:
General C&I	$	34,334	$	34,470	$	3,294	$	30,836	$	902
TRUPS	3,209		3,700		925		3,274		—
Income CRE	1,831		2,209		62		3,757		70
Residential CRE	1,293		1,761		132		1,360		22
Total	$	40,667	$	42,140	$	4,413	$	39,227	$	994
Consumer:
HELOC	$	84,711	$	87,126	$	15,927	$	87,659	$	2,092
R/E installment loans	53,409		54,559		12,875		57,906		1,370
Permanent mortgage	88,615		100,983		12,470		91,838		2,310
Credit card & other	306		306		133		345		13
Total	$	227,041	$	242,974	$	41,405	$	237,748	$	5,785
Total commercial	$	51,086	$	58,776	$	4,413	$	52,779	$	994
Total consumer	$	247,692	$	277,527	$	41,405	$	257,589	$	5,785
Total impaired loans	$	298,778	$	336,303	$	45,818	$	310,368	$	6,779

(a) All discharged bankruptcy loans are charged down to an estimate of net realizable value and do not carry any allowance.

Asset Quality Indicators

FHN employs a dual grade commercial risk grading methodology to assign an estimate for the probability of default (“PD”) and the loss given default (“LGD”) 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 portfolio by analyzing the migration of loans between grading categories. It is also integral to the estimation methodology utilized in determining the allowance for loan losses 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; a PD 1 has the lowest expected default probability, and probabilities increase as grades progress down the scale. 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). Pass loan grades are required to be reassessed annually or earlier whenever there has been a material change in the financial condition of the borrower or risk characteristics of the relationship. All commercial loans over $1 million and certain commercial loans over $500,000 that are graded 13 or worse are reassessed on a quarterly basis. Loan grading discipline is regularly reviewed internally by Credit Assurance Services to determine if the process continues to result in accurate loan grading across the portfolio. FHN may utilize availability of guarantors/sponsors to support lending decisions during the credit underwriting process and when determining the assignment of internal loan grades. LGD grades are assigned based on a scale of 1-12 and represent FHN’s expected recovery based on collateral type in the event a loan defaults. See Note 5 – Allowance for Loan Losses for further discussion on the credit grading system.

115

Note 4 – Loans (Continued)

The following tables provide the balances of commercial loan portfolio classes with associated allowance, disaggregated by PD grade as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	General C&I		Loans to Mortgage Companies		TRUPS (a)		Income CRE		Residential CRE		Total		Percentage of Total		Allowance for Loan Losses
PD Grade:
1	$	526,825	$	—	$	—	$	2,691	$	—	$	529,516	3	%	$	70
2	862,217		—		—		1,935		67		864,219		4		339
3	560,529		652,982		—		226,126		39		1,439,676		7		272
4	931,667		629,432		—		333,364		—		1,894,463		9		854
5	1,430,153		328,477		—		447,534		2,383		2,208,547		11		7,355
6	1,633,060		335,169		—		491,604		3,062		2,462,895		12		10,495
7	2,227,774		47,720		—		584,973		9,324		2,869,791		14		13,490
8	1,073,178		35,266		—		260,425		6,216		1,375,085		7		21,831
9	2,837,501		70,915		—		1,514,609		22,843		4,445,868		22		9,804
10	366,971		—		—		46,606		4,421		417,998		2		8,808
11	222,405		—		—		34,213		2,827		259,445		1		6,784
12	415,499		—		—		158,128		3,616		577,243		3		5,882
13	193,429		—		303,848		16,907		53		514,237		3		7,265
14,15,16	224,093		—		—		7,142		800		232,035		1		24,400
Collectively evaluated for impairment	13,505,301		2,099,961		303,848		4,126,257		55,651		20,091,018		99		117,649
Individually evaluated for impairment	39,957		—		3,067		1,612		795		45,431		—		6,176
Purchased credit-impaired loans	105,139		—		—		28,494		1,886		135,519		1		2,813
Total commercial loans	$	13,650,397	$	2,099,961	$	306,915	$	4,156,363	$	58,332	$	20,271,968	100	%	$	126,638

116

Note 4 – Loans (Continued)

	December 31, 2016
(Dollars in thousands)	General C&I		Loans to Mortgage Companies		TRUPS (a)		Income CRE		Residential CRE		Total		Percentage of Total		Allowance for Loan Losses
PD Grade:
1	$	465,179	$	—	$	—	$	1,078	$	—	$	466,257	3	%	$	77
2	791,183		—		—		11,742		87		803,012		6		403
3	491,386		462,486		—		153,670		—		1,107,542		8		304
4	978,282		332,107		—		222,422		—		1,532,811		11		953
5	1,232,401		275,209		—		365,653		702		1,873,965		13		6,670
6	1,540,519		614,109		—		338,344		9,338		2,502,310		17		10,403
7	1,556,117		317,283		—		352,390		2,579		2,228,369		16		14,010
8	963,359		30,974		—		425,503		2,950		1,422,786		10		25,986
9	611,774		4,299		—		105,277		4,417		725,767		5		13,857
10	355,359		8,663		—		50,484		9,110		423,616		3		8,400
11	238,230		—		—		20,600		6,541		265,371		2		6,556
12	170,531		—		—		15,395		4,168		190,094		1		6,377
13	121,276		—		304,236		6,748		311		432,571		3		4,225
14,15,16	194,572		59		—		16,313		1,659		212,603		1		20,297
Collectively evaluated for impairment	9,710,168		2,045,189		304,236		2,085,619		41,862		14,187,074		99		118,518
Individually evaluated for impairment	44,753		—		3,209		1,831		1,293		51,086		1		4,413
Purchased credit-impaired loans	40,532		—		—		4,583		335		45,450		—		319
Total commercial loans	$	9,795,453	$	2,045,189	$	307,445	$	2,092,033	$	43,490	$	14,283,610	100	%	$	123,250

(a) Balances as of December 31, 2017 and 2016, presented net of a $25.5 million valuation allowance. Based on the underlying structure of the notes, the best possible internal grade is “13”.

(b) The increase in loans year over year is not comparable to the change in allowance year over year as CBF loans are recorded at fair value.

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 Fair Isaac Corporation (“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 percentage of balances outstanding by average, refreshed FICO scores for the HELOC, real estate installment, and permanent mortgage classes of loans as of December 31, 2017 and 2016:

	December 31, 2017						December 31, 2016
	HELOC		R/E Installment Loans		Permanent Mortgage		HELOC		R/E Installment Loans		Permanent Mortgage
FICO score 740 or greater	60.0	%	73.1	%	46.4	%	56.9	%	70.3	%	45.0	%
FICO score 720-739	8.7		8.0		12.8		8.8		8.3		9.5
FICO score 700-719	8.3		6.4		9.2		8.6		6.8		9.2
FICO score 660-699	11.1		7.2		14.8		13.2		8.4		17.1
FICO score 620-659	4.9		2.8		7.3		5.6		3.5		9.1
FICO score less than 620 (a)	7.0		2.5		9.5		6.9		2.7		10.1
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

(a) For this group, a majority of the loan balances had FICO scores at the time of the origination that exceeded 620 but have since deteriorated as the loans have seasoned.

117

Note 4 – Loans (Continued)

Nonaccrual and Past Due Loans

The following table reflects accruing and non-accruing loans by class on December 31, 2017:

	Accruing								Non-Accruing
(Dollars in thousands)	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
Commercial (C&I):
General C&I	$	13,508,635	$	8,442	$	95	$	13,517,172	$	1,761	$	7,019	$	19,306	$	28,086	$	13,545,258
Loans to mortgage companies	2,099,961		—		—		2,099,961		—		—		—		—		2,099,961
TRUPS (a)	303,848		—		—		303,848		—		—		3,067		3,067		306,915
Purchased credit-impaired loans	82,515		3,065		19,559		105,139		—		—		—		—		105,139
Total commercial (C&I)	15,994,959		11,507		19,654		16,026,120		1,761		7,019		22,373		31,153		16,057,273
Commercial real estate:
Income CRE	4,126,411		856		—		4,127,267		56		—		546		602		4,127,869
Residential CRE	55,655		—		—		55,655		—		—		791		791		56,446
Purchased credit-impaired loans	26,501		1,828		2,051		30,380		—		—		—		—		30,380
Total commercial real estate	4,208,567		2,684		2,051		4,213,302		56		—		1,337		1,393		4,214,695
Consumer real estate:
HELOC	1,738,493		17,828		9,702		1,766,023		40,508		3,626		8,354		52,488		1,818,511
R/E installment loans	4,480,953		7,189		3,573		4,491,715		14,439		1,957		2,603		18,999		4,510,714
Purchased credit-impaired loans	35,356		2,016		1,158		38,530		—		—		—		—		38,530
Total consumer real estate	6,254,802		27,033		14,433		6,296,268		54,947		5,583		10,957		71,487		6,367,755
Permanent mortgage	365,527		3,930		3,460		372,917		13,245		1,052		12,093		26,390		399,307
Credit card & other:
Credit card	193,940		1,371		1,053		196,364		—		—		—		—		196,364
Other	415,070		2,666		103		417,839		31		—		165		196		418,035
Purchased credit-impaired loans	2,993		1,693		814		5,500		—		—		—		—		5,500
Total credit card & other	612,003		5,730		1,970		619,703		31		—		165		196		619,899
Total loans, net of unearned income	$	27,435,858	$	50,884	$	41,568	$	27,528,310	$	70,040	$	13,654	$	46,925	$	130,619	$	27,658,929

(a) TRUPS is presented net of the valuation allowance of $25.5 million.

118

Note 4 – Loans (Continued)

The following table reflects accruing and non-accruing loans by class on December 31, 2016:

	Accruing								Non-Accruing
(Dollars in thousands)	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
Commercial (C&I):
General C&I	$	9,720,231	$	5,199	$	23	$	9,725,453	$	16,106	$	374	$	12,988	$	29,468	$	9,754,921
Loans to mortgage companies	2,041,408		3,722		—		2,045,130		—		—		59		59		2,045,189
TRUPS (a)	304,236		—		—		304,236		—		—		3,209		3,209		307,445
Purchased credit-impaired loans	40,113		185		234		40,532		—		—		—		—		40,532
Total commercial (C&I)	12,105,988		9,106		257		12,115,351		16,106		374		16,256		32,736		12,148,087
Commercial real estate:
Income CRE	2,085,455		14		—		2,085,469		232		460		1,289		1,981		2,087,450
Residential CRE	42,182		178		—		42,360		—		—		795		795		43,155
Purchased credit-impaired loans	4,809		109		—		4,918		—		—		—		—		4,918
Total commercial real estate	2,132,446		301		—		2,132,747		232		460		2,084		2,776		2,135,523
Consumer real estate:
HELOC	1,602,640		17,997		10,859		1,631,496		46,964		4,201		8,922		60,087		1,691,583
R/E installment loans	2,794,866		7,844		5,158		2,807,868		17,989		2,383		2,353		22,725		2,830,593
Purchased credit-impaired loans	1,319		164		93		1,576		—		—		—		—		1,576
Total consumer real estate	4,398,825		26,005		16,110		4,440,940		64,953		6,584		11,275		82,812		4,523,752
Permanent mortgage	385,972		4,544		5,428		395,944		11,867		2,194		13,120		27,181		423,125
Credit card & other:
Credit card	188,573		1,622		1,456		191,651		—		—		—		—		191,651
Other	166,062		992		134		167,188		—		—		142		142		167,330
Purchased credit-impaired loans	52		—		—		52		—		—		—		—		52
Total credit card & other	354,687		2,614		1,590		358,891		—		—		142		142		359,033
Total loans, net of unearned income	$	19,377,918	$	42,570	$	23,385	$	19,443,873	$	93,158	$	9,612	$	42,877	$	145,647	$	19,589,520

(a) TRUPS is presented net of the valuation allowance of $25.5 million.

119

Note 4 – Loans (Continued)

Troubled Debt Restructurings

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. Extensions and 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.

A modification is classified as a TDR if the borrower is experiencing financial difficulty and it is determined that FHN has granted a concession to the borrower. 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. Many aspects of a borrower’s financial situation are assessed when determining whether they are experiencing financial difficulty. Concessions could include extension of the maturity date, reductions of the interest rate (which may make the rate lower than current market for a new loan with similar risk), reduction or forgiveness of accrued interest, or principal forgiveness. The assessments of whether a borrower is experiencing (or is likely to experience) financial difficulty, and whether a concession has been granted, are subjective in nature and management’s judgment is required when determining whether a modification is classified as a TDR.

For all classes within the commercial portfolio segment, TDRs are typically modified through forbearance agreements (generally 6 to 12 months). Forbearance agreements could include reduced interest rates, reduced payments, release of guarantor, or entering into short sale agreements. FHN’s proprietary modification programs for consumer loans are generally structured using parameters of U.S. government-sponsored programs such as the former Home Affordable Modification Program (“HAMP”). Within the HELOC and R/E installment loans classes of the consumer portfolio segment, TDRs are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 1 percent 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 percent per year until the original interest rate prior to modification is achieved. Permanent mortgage TDRs are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 2 percent 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, TDRs 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, customers are granted a rate reduction to 0 percent and term extensions for up to 5 years to pay off the remaining balance.

Despite the absence of a loan modification, the discharge of personal liability through bankruptcy proceedings is considered a concession. As a result, FHN classifies all non-reaffirmed residential real estate loans discharged in Chapter 7 bankruptcy as nonaccruing TDRs.

On December 31, 2017 and 2016, FHN had $234.4 million and $285.2 million of portfolio loans classified as TDRs, respectively. For TDRs in the loan portfolio, FHN had loan loss reserves of $37.3 million, or 16 percent as of December 31, 2017, and $44.9 million, or 16 percent as of December 31, 2016. Additionally, $63.2 million and $69.3 million of loans held-for-sale as of December 31, 2017 and 2016, respectively, were classified as TDRs.

120

Note 4 – Loans (Continued)

The following tables reflect portfolio loans that were classified as TDRs during the year ended December 31, 2017 and 2016:

	2017					2016
(Dollars in thousands)	Number	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Number	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment
Commercial (C&I):
General C&I	5	$	1,095	$	1,086	8	$	23,876	$	22,026
Total commercial (C&I)	5	1,095		1,086		8	23,876		22,026
Commercial real estate:
Income CRE	1	199		198		1	100		99
Total commercial real estate	1	199		198		1	100		99
Consumer real estate:
HELOC	143	12,739		12,422		236	21,173		20,937
R/E installment loans	53	4,092		4,027		51	4,918		5,193
Total consumer real estate	196	16,831		16,449		287	26,091		26,130
Permanent mortgage	34	5,078		5,045		13	4,811		4,802
Credit card & other	91	572		550		23	116		110
Total troubled debt restructurings	327	$	23,775	$	23,328	332	$	54,994	$	53,167

The following tables present TDRs which re-defaulted during 2017 and 2016, and as to which the modification occurred 12 months or less prior to the re-default. For purposes of this disclosure, FHN generally defines payment default as 30 or more days past due.

	2017			2016
(Dollars in thousands)	Number	Recorded Investment		Number	Recorded Investment
Commercial (C&I):
General C&I	5	$	11,498	1	$	77
Total commercial (C&I)	5	11,498		1	77
Commercial real estate:
Income CRE	1	88		—	—
Total commercial real estate	1	88		—	—
Consumer real estate:
HELOC	5	776		3	154
R/E installment loans	—	—		3	1,560
Total consumer real estate	5	776		6	1,714
Permanent mortgage	3	715		—	—
Credit card & other	10	77		—	—
Total troubled debt restructurings	24	$	13,154	7	$	1,791

121

Note 5 – Allowance for Loan Losses

As discussed in Note 1 - Summary of Significant Accounting Polices, the ALLL includes the following components: reserves for commercial loans evaluated based on pools of credit graded loans and reserves for pools of smaller-balance homogeneous consumer loans, both determined in accordance with ASC 450-20-50, and to a lesser extent, reserves determined in accordance with ASC 310-10-35 for loans determined by management to be individually impaired and an allowance associated with PCI loans.

For commercial loans, ASC 450-20-50 reserves are established using historical net loss factors by grade level, loan product, and business segment. The ALLL for smaller-balance homogeneous consumer loans is determined based on pools of similar loan types that have similar credit risk characteristics. ASC 450-20-50 reserves for the consumer portfolio are determined using segmented roll-rate models that incorporate various factors including historical delinquency trends, experienced loss frequencies, and experienced loss severities. Generally, reserves for consumer loans reflect inherent losses in the portfolio that are expected to be recognized over the following twelve months. The historical net loss factors for both commercial and consumer ASC 450-20-50 reserve models are subject to qualitative adjustments by management to reflect current events, trends, and conditions (including economic considerations and trends), which are not fully captured in the historical net loss factors. The pace of the economic recovery, performance of the housing market, unemployment levels, labor participation rate, the regulatory environment, regulatory guidance, and portfolio segment-specific trends, are examples of additional factors considered by management in determining the ALLL. Additionally, management considers the inherent uncertainty of quantitative models that are driven by historical loss data. Management evaluates the periods of historical losses that are the basis for the loss rates used in the quantitative models and selects historical loss periods that are believed to be the most reflective of losses inherent in the loan portfolio as of the balance sheet date. Management also periodically reviews an analysis of the loss emergence period which is the amount of time it takes for a loss to be confirmed (initial charge-off) after a loss event has occurred. FHN performs extensive studies as it relates to the historical loss periods used in the model and the loss emergence period and model assumptions are adjusted accordingly.

Impairment related to individually impaired loans is measured in accordance with ASC 310-10. For all commercial portfolio segments, commercial TDRs and other individually impaired commercial loans are measured based on the present value of expected future payments discounted at the loan’s effective interest rate (“the DCF method”), observable market prices, or for loans that are solely dependent on the collateral for repayment, the net realizable value (collateral value less estimated costs to sell). Impaired loans also include consumer TDRs. Generally, the allowance for TDRs in all consumer portfolio segments is determined by estimating the expected future cash flows using the modified interest rate (if an interest rate concession), incorporating payoff and net charge-off rates specific to the TDRs within the portfolio segment being assessed, and discounted using the pre-modification interest rate. The discount rates of variable rate TDRs are adjusted to reflect changes in the interest rate index to which the rates are tied. The discounted cash flows are then compared to the outstanding principal balance in order to determine required reserves. Residential real estate loans discharged through bankruptcy are collateral-dependent and are charged down to net realizable value (collateral value less estimated costs to sell).

122

Note 5 – Allowance for Loan Losses (Continued)

The following table provides a rollforward of the allowance for loan losses by portfolio segment for December 31, 2017, 2016 and 2015:

(Dollars in thousands)	C&I			Commercial Real Estate			Consumer Real Estate			Permanent Mortgage			Credit Card and Other			Total
Balance as of January 1, 2017	$	89,398		$	33,852		$	50,357		$	16,289		$	12,172		$	202,068
Charge-offs	(17,657		)	(195		)	(13,156		)	(2,179		)	(13,207		)	(46,394		)
Recoveries	4,568			966			22,723			2,509			3,115			33,881
Provision/(provision credit) for loan losses	21,902			(6,196		)	(22,553		)	(1,054		)	7,901			—
Balance as of December 31, 2017	98,211			28,427			37,371			15,565			9,981			189,555
Allowance - individually evaluated for impairment	6,044			132			23,175			12,105			311			41,767
Allowance - collectively evaluated for impairment	89,358			28,291			13,841			3,460			9,670			144,620
Allowance - purchased credit-impaired loans	2,809			4			355			—			—			3,168
Loans, net of unearned as of December 31, 2017:
Individually evaluated for impairment	43,024			2,407			128,895			84,794			593			259,713
Collectively evaluated for impairment	15,909,110			4,181,908			6,200,330			314,513			613,806			27,219,667
Purchased credit-impaired loans	105,139			30,380			38,530			—			5,500			179,549
Total loans, net of unearned income	$	16,057,273		$	4,214,695		$	6,367,755		$	399,307		$	619,899		$	27,658,929
Balance as of January 1, 2016	$	73,637		$	25,159		$	80,614		$	18,947		$	11,885		$	210,242
Charge-offs	(18,460		)	(1,371		)	(21,993		)	(1,591		)	(14,224		)	(57,639		)
Recoveries	6,795			1,927			23,719			2,403			3,621			38,465
Provision/(provision credit) for loan losses	27,426			8,137			(31,983		)	(3,470		)	10,890			11,000
Balance as of December 31, 2016	89,398			33,852			50,357			16,289			12,172			202,068
Allowance - individually evaluated for impairment	4,219			194			28,802			12,470			133			45,818
Allowance - collectively evaluated for impairment	85,015			33,503			21,151			3,819			12,039			155,527
Allowance - purchased credit-impaired loans	164			155			404			—			—			723
Loans, net of unearned as of December 31, 2016:
Individually evaluated for impairment	47,962			3,124			153,460			93,926			306			298,778
Collectively evaluated for impairment	12,059,593			2,127,481			4,368,716			329,199			358,675			19,243,664
Purchased credit-impaired loans	40,532			4,918			1,576			—			52			47,078
Total loans, net of unearned income	$	12,148,087		$	2,135,523		$	4,523,752		$	423,125		$	359,033		$	19,589,520
Balance as of January 1, 2015	$	67,011		$	18,574		$	113,011		$	19,122		$	14,730		$	232,448
Charge-offs	(22,406		)	(3,550		)	(30,068		)	(3,141		)	(16,691		)	(75,856		)
Recoveries	13,339			1,876			23,895			1,687			3,853			44,650
Provision/(provision credit) for loan losses	15,693			8,259			(26,224		)	1,279			9,993			9,000
Balance as of December 31, 2015	73,637			25,159			80,614			18,947			11,885			210,242
Allowance - individually evaluated for impairment	3,643			481			31,278			15,463			167			51,032
Allowance - collectively evaluated for impairment	69,980			23,519			48,828			3,484			11,717			157,528
Allowance - purchased credit-impaired loans	14			1,159			508			—			1			1,682
Loans, net of unearned as of December 31, 2015:
Individually evaluated for impairment	30,472			9,055			165,684			102,461			377			308,049
Collectively evaluated for impairment	10,389,841			1,644,792			4,596,654			351,662			354,106			17,337,055
Purchased credit-impaired loans	16,077			21,088			4,180			—			53			41,398
Total loans, net of unearned income	$	10,436,390		$	1,674,935		$	4,766,518		$	454,123		$	354,536		$	17,686,502

123

Note 6 – Premises, Equipment, and Leases

Premises and equipment on December 31 are summarized below:

(Dollars in thousands)	2017		2016
Land	$	104,454	$	59,343
Buildings	472,619		340,593
Leasehold improvements	26,640		26,956
Furniture, fixtures, and equipment	194,057		180,157
Fixed assets held-for-sale (a)	53,195		5,832
Premises and equipment, at cost	850,965		612,881
Less accumulated depreciation and amortization	318,714		323,496
Premises and equipment, net	$	532,251	$	289,385

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

(a) Primarily comprised of land and buildings.

FHN is obligated under a number of noncancelable operating leases for premises with terms up to 30 years, which may include the payment of taxes, insurance and maintenance costs. Operating leases for equipment are not material.

In 2017 and 2016, FHN recognized $6.0 million and $5.0 million, respectively, of fixed asset impairments and lease abandonment charges related to branch closures which are included in All other losses on the Consolidated Statements of Income. In 2017 and 2016, FHN had net gains of $.4 million and $1.8 million, respectively, related to the sales of bank branches which are included in All other income and commissions on the Consolidated Statements of Income.

Minimum future lease payments for noncancelable operating leases, primarily on premises, on December 31, 2017 are shown below. Aggregate minimum income under sublease agreements for these periods is not material.

(Dollars in thousands)
2018	$	29,862
2019	27,602
2020	25,242
2021	21,987
2022	17,028
2023 and after	59,069
Total minimum lease payments	$	180,790

Payments required under capital leases are not material.

Rent expense incurred under all operating lease obligations for the years ended December 31 is as follows:

(Dollars in thousands)	2017			2016			2015
Rent expense, gross	$	23,116		$	20,812		$	18,166
Sublease income	(631		)	(477		)	(5		)
Rent expense, net	$	22,485		$	20,335		$	18,161

124

Note 7 – Intangible Assets

The following is a summary of other intangible assets included in the Consolidated Statements of Condition:

	December 31, 2017							December 31, 2016
(Dollars in thousands)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Value		Gross Carrying Amount		Accumulated Amortization			Net Carrying Value
Core deposit intangibles (a)	$	160,650	$	(8,176	)	$	152,474	$	16,850	$	(4,721	)	$	12,129
Customer relationships (a)	77,865		(50,777		)	27,088		54,865		(46,302		)	8,563
Other (a) (b)	5,622		(795		)	4,827		555		(230		)	325
Total	$	244,137	$	(59,748	)	$	184,389	$	72,270	$	(51,253	)	$	21,017

(a) 2017 increase primarily associated with the CBF and/or Coastal acquisitions.

(b) Balance primarily includes noncompete covenants, as well as $.3 million related to state banking licenses not subject to amortization.

Amortization expense was $8.7 million, $5.2 million, and $5.3 million for the years ended December 31, 2017, 2016, and 2015 respectively. As of December 31, 2017 the estimated aggregated amortization expense is expected to be:

(Dollars in thousands)
Year	Amortization
2018	$	26,174
2019	25,108
2020	21,422
2021	19,787
2022	17,631

Gross goodwill, accumulated impairments, and accumulated divestiture related write-offs were determined beginning January 1, 2012, when a change in accounting requirements resulted in goodwill being assessed for impairment rather than being amortized. Gross goodwill of $200.0 million with accumulated impairments and accumulated divestiture-related write-offs of $114.1 million and $85.9 million, respectively, were previously allocated to the non-strategic segment, resulting in $0 net goodwill allocated to the non-strategic segment as of December 31, 2017 and 2016. The regional banking and fixed income segments do not have any accumulated impairments or divestiture related write-offs. The following is a summary of goodwill by reportable segment included in the Consolidated Statements of Condition as of December 31, 2017 ,2016 and 2015.

(Dollars in thousands)	Regional Banking		Fixed Income		Total
December 31, 2014	$	47,928	$	98,004	$	145,932
Additions	45,375		—		45,375
December 31, 2015	$	93,303	$	98,004	$	191,307
Additions	64		—		64
December 31, 2016	$	93,367	$	98,004	$	191,371
Additions (a)	1,150,518		44,964		1,195,482
December 31, 2017	$	1,243,885	$	142,968	$	1,386,853

(a) See Note 2 - Acquisitions and Divestitures for further details regarding goodwill related to acquisitions.

125

Note 8 – Time Deposit Maturities

Following is a table of maturities for time deposits outstanding on December 31, 2017, which include Certificates of deposit under $100,000, Other time, and Certificates of deposit $100,000 and more. Certificates of deposit in increments of $100,000 or more totaled $2.0 billion on December 31, 2017, of this amount $1.0 billion represents Certificates of deposit of $250,000 and more. Time deposits are included in Interest-bearing deposits on the Consolidated Statements of Condition.

(Dollars in thousands)
2018	$	2,001,083
2019	612,010
2020	155,788
2021	131,580
2022	406,963
2023 and after	15,497
Total	$	3,322,921

126

Note 9 – Short-Term Borrowings

Short-term borrowings include federal funds purchased and securities sold under agreements to repurchase, trading liabilities, and other borrowed funds.

Federal funds purchased and securities sold under agreements to repurchase generally have maturities of less than 90 days. Trading liabilities, which represent short positions in securities, are generally held for less than 90 days. Other short-term borrowings have original maturities of one year or less. On December 31, 2017, fixed income trading securities with a fair value of $68.9 million were pledged to secure other short-term borrowings.

The detail of short-term borrowings for the years 2017, 2016 and 2015 is presented in the following table:

(Dollars in thousands)	Federal Funds Purchased			Securities Sold Under Agreements to Repurchase			Trading Liabilities			Other Short-term Borrowings
2017
Average balance	$	447,137		$	578,666		$	685,891		$	554,502
Year-end balance	399,820			656,602			638,515			2,626,213
Maximum month-end outstanding	568,490			743,684			896,943			2,626,213
Average rate for the year	1.06		%	0.72		%	2.26		%	1.28		%
Average rate at year-end	1.48			0.64			2.22			1.44
2016
Average balance	$	589,223		$	425,452		$	771,039		$	198,440
Year-end balance	414,207			453,053			561,848			83,177
Maximum month-end outstanding	695,083			528,024			874,076			792,736
Average rate for the year	0.52		%	0.08		%	1.95		%	0.67		%
Average rate at year-end	0.73			0.08			2.46			0.96
2015
Average balance	$	705,054		$	370,097		$	733,189		$	164,951
Year-end balance	464,166			338,133			566,019			137,861
Maximum month-end outstanding	1,228,125			524,191			866,005			339,468
Average rate for the year	0.26		%	0.06		%	2.18		%	0.67		%
Average rate at year-end	0.50			0.09			2.41			0.82

127

Note 10 – Term Borrowings

The following table presents information pertaining to Term Borrowings reported on FHN’s Consolidated Statements of Condition on December 31:

(Dollars in thousands)	2017		2016
First Tennessee Bank National Association:
Senior capital notes (a)
Maturity date – December 1, 2019 – 2.95%	$	396,105	$	399,384
Other collateralized borrowings – Maturity date – December 22, 2037
1.89% on December 31, 2017 and 1.26% on December 31, 2016 (b)	65,356		64,812
Other collateralized borrowings - SBA loans (c)	7,416		—
Federal Home Loan Bank borrowings
Maturity date – August 2, 2018 – 0.00%	100		100
First Horizon National Corporation:
Senior capital notes (a)
Maturity date – December 15, 2020 – 3.50%	486,513		489,202
Junior subordinated debentures (d)
Maturity date - July 31, 2031 - 4.96%	4,124		—
Maturity date - July 31, 2031 - 4.96%	5,155		—
Maturity date - December 30, 2032 - 5.04%	5,155		—
Maturity date - June 26, 2033 - 4.77%	10,310		—
Maturity date - October 8, 2033 - 4.21%	10,310		—
Maturity date - February 8, 2034 - 4.23%	10,310		—
Maturity date - June 26, 2035 - 3.27%	2,708		—
Maturity date - December 15, 2035 - 2.96%	17,270		—
Maturity date - March 15, 2036 - 2.99%	8,667		—
Maturity date - March 15, 2036 - 3.13%	11,482		—
Maturity date - June 30, 2036 - 3.01%	25,646		—
Maturity date - July 7, 2036 - 2.91%	17,642		—
Maturity date - June 15, 2037 - 3.24%	49,875		—
Maturity date - September 6, 2037 - 2.94%	8,627		—
FT Real Estate Securities Company, Inc.:
Cumulative preferred stock (e)
Maturity date – March 31, 2031 – 9.50%	46,100		46,032
First Horizon ABS Trusts:
Other collateralized borrowings (f)
Maturity date – October 25, 2034
1.72% on December 31, 2017 and 0.93% on December 31, 2016	11,226		23,126
First Tennessee New Markets Corporation Investments:
Maturity date – October 25, 2018 – 4.97%	7,301		7,301
Maturity date – February 1, 2033 – 4.97%	8,000		8,000
Maturity date – August 08, 2036 – 2.38%	2,699		2,699
Total	$	1,218,097	$	1,040,656

(a) Changes in the fair value of debt attributable to interest rate risk are hedged. Refer to Note 22 – Derivatives.

(b) Secured by trust preferred loans.

(c) Collateralized borrowings associated with SBA loan sales that did not meet sales criteria. The loans have remaining terms of 5 to 25 years. These borrowings had a weighted average interest rate of 3.26 percent on December 31, 2017.

(d) Acquired in conjunction with the acquisition of CBF. A portion qualifies for Tier 2 capital under the risk-based capital guidelines.

(e) A portion qualifies for total capital under the risk-based capital guidelines.

(f) On December 31, 2017 and 2016, borrowings secured by $24.2 million and $35.9 million, respectively, of residential real estate loans.

128

Note 10 – Term Borrowings (Continued)

Annual principal repayment requirements as of December 31, 2017 are as follows:

(Dollars in thousands)
2018	$	7,401
2019	400,000
2020	500,000
2021	—
2022	209
2023 and after	353,866

In conjunction with the acquisition of CBF, FHN acquired junior subordinated debentures with aggregate par values of $212.4 million. Each of these issuances is held by a wholly owned trust that has issued trust preferred securities to external investors and loaned the funds to FHN, as successor to CBF, as junior subordinated debt. The book value for each issuance represents the purchase accounting fair value as of the closing date less accumulated amortization of the associated discount, as applicable. Through various contractual arrangements FHN assumed a full and unconditional guarantee for each trust’s obligations with respect to the securities. While the maturity dates are typically 30 years from the original issuance date, FHN has the option to redeem each of the junior subordinated debentures at par either immediately or on any future interest payment date, which would trigger redemption of the related trust preferred securities. The junior subordinated debentures are included in the Consolidated Statements of Condition in Term borrowings. A portion of FHN's junior subordinated notes qualify as Tier 2 capital under the risk-based capital guidelines.

129

Note 11 – Preferred Stock

FHN Preferred Stock

On January 31, 2013, FHN issued 1,000 shares having an aggregate liquidation preference of $100 million of Non-Cumulative Perpetual Preferred Stock, Series A for net proceeds of approximately $96 million. Dividends on the Series A Preferred Stock, if declared, accrue and are payable quarterly, in arrears, at a rate of 6.20% percent per annum. For the issuance, FHN issued depositary shares, each of which represents a 1/4000th fractional ownership interest in a share of FHN’s preferred stock. These securities qualify as Tier 1 capital.

Subsidiary Preferred Stock

In 2000 FT Real Estate Securities Company, Inc. (“FTRESC”), an indirect subsidiary of FHN, issued 50 shares of 9.50 percent Cumulative Preferred Stock, Class B (“Class B Preferred Shares”), with a liquidation preference of $1.0 million per share; of those, 47 shares were issued to nonaffiliates. As of December 31, 2017, these securities partially qualify as Tier 2 capital and are presented in the Consolidated Statements of Condition as Term borrowings. FTRESC is a real estate investment trust (“REIT”) 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.

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. At December 31, 2017 the Class B Preferred Shares partially qualified as Tier 2 regulatory capital and the shares will be fully phased out of Tier 2 regulatory capital in 2018. They are not subject to any sinking fund and are not convertible into any other securities of FTRESC, FHN, or any of its subsidiaries. The shares are, however, automatically exchanged at the direction of the Office of the Comptroller of the Currency for preferred stock of FTBNA, having substantially the same terms as the Class B Preferred Shares in the event FTBNA becomes undercapitalized, insolvent, or in danger of becoming undercapitalized.

Additionally for all periods presented, subsidiaries have also issued $.6 million in aggregate of Cumulative Perpetual Preferred Stock, which has been recognized as Noncontrolling interest on the Consolidated Statements of Condition. Other preferred shares are outstanding but are owned by FHN subsidiaries and are eliminated in consolidation.

In 2005 FTBNA 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 the three month LIBOR plus .85 percent or 3.75 percent per annum. These securities qualify fully as Tier 1 capital for FTBNA while for FHN consolidated they qualify partially as Tier 1 capital and partially as Tier 2 capital. On December 31, 2017 and 2016, $294.8 million of Class A Preferred Stock was recognized as Noncontrolling interest on the Consolidated Statements of Condition.

130

Note 12 – Regulatory Capital and Restrictions

Regulatory Capital. FHN and FTBNA are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on FHN’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, specific capital guidelines that involve quantitative measures of assets, liabilities, and certain derivatives as calculated under regulatory accounting practices must be met. Capital amounts and classification are also subject to qualitative judgment by the regulators such as capital components, asset risk weightings, and other factors. Quantitative measures established by regulation to ensure capital adequacy require FHN and FTBNA to maintain minimum amounts and ratios of Total, Tier 1, and Common Equity Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets (“Leverage”). Management believes that, as of December 31, 2017, FHN and FTBNA met all capital adequacy requirements to which they were subject.

The actual capital amounts and ratios of FHN and FTBNA are presented in the table below.

(Dollars in thousands)	First Horizon National Corporation				First Tennessee Bank National Association
	Amount		Ratio		Amount		Ratio
On December 31, 2017
Actual:
Total Capital	$	3,703,754	11.10	%	$	3,520,670	10.74	%
Tier 1 Capital	3,281,478		9.83		3,317,684		10.12
Common Equity Tier 1	2,962,155		8.88		3,041,420		9.28
Leverage	3,281,478		10.31		3,317,684		10.70
Minimum Requirement for Capital Adequacy Purposes:
Total Capital	2,669,910		8.00		2,622,924		8.00
Tier 1 Capital	2,002,433		6.00		1,967,193		6.00
Common Equity Tier 1	1,501,824		4.50		1,475,395		4.50
Leverage	1,272,990		4.00		1,240,647		4.00
Minimum Requirement to be Well Capitalized Under Prompt Corrective Action Provisions:
Total Capital					3,278,655		10.00
Tier 1 Capital					2,622,924		8.00
Common Equity Tier 1					2,131,126		6.50
Leverage					1,550,809		5.00
On December 31, 2016
Actual:
Total Capital	$	2,926,010	12.24	%	$	2,762,271	11.78	%
Tier 1 Capital	2,671,871		11.17		2,538,382		10.83
Common Equity Tier 1	2,377,987		9.94		2,298,080		9.80
Leverage	2,671,871		9.35		2,538,382		9.16
Minimum Requirement for Capital Adequacy Purposes:
Total Capital	1,913,133		8.00		1,875,780		8.00
Tier 1 Capital	1,434,849		6.00		1,406,835		6.00
Common Equity Tier 1	1,076,137		4.50		1,055,126		4.50
Leverage	1,143,250		4.00		1,108,406		4.00
Minimum Requirement to be Well Capitalized Under Prompt Corrective Action Provisions:
Total Capital					2,344,725		10.00
Tier 1 Capital					1,875,780		8.00
Common Equity Tier 1					1,524,071		6.50
Leverage					1,385,508		5.00

131

Note 12 – Regulatory Capital and Restrictions (Continued)

Restrictions on cash and due from banks. Under the Federal Reserve Act and Regulation D, FTBNA is required to maintain a certain amount of cash reserves. On December 31, 2017 and 2016, FTBNA’s net required reserves were $278.4 million and $259.2 million, respectively, after the consideration of $255.2 million and $158.9 million in average vault cash. The remaining net reserve requirement for each year was met with Federal Reserve Bank deposits. Vault cash is reflected in Cash and due from banks on the Consolidated Statements of Condition and Federal Reserve Bank deposits are reflected as Interest-bearing cash.

Restrictions on dividends. Cash dividends are paid by FHN from its assets, which are mainly provided by dividends from its subsidiaries. Certain regulatory restrictions exist regarding the ability of FTBNA to transfer funds to FHN in the form of cash, dividends, loans, or advances. As of December 31, 2017, FTBNA had undivided profits of $869.1 million, of which none was available for distribution to FHN as dividends without prior regulatory approval until January 1, 2018. At any given time, the pertinent portions of those regulatory restrictions allow FTBNA to declare preferred or common dividends without prior regulatory approval in an amount equal to FTBNA’s retained net income for the two most recent completed years plus the current year to date. For any period, FTBNA’s ‘retained net income’ generally is equal to FTBNA’s regulatory net income reduced by the preferred and common dividends declared by FTBNA. Excess dividends in either of the two most recent completed years may be offset with available retained net income in the two years immediately preceding it. Applying the dividend restrictions imposed under applicable federal rules, FTBNA’s total amount available for dividends was negative $156.7 million at December 31, 2017 and positive $51.1 million at January 1, 2018. FTBNA applied for and received approval from the OCC to declare and pay common dividends to the parent company in the amount of in $250.0 million in 2017 and 2016. During 2017 and 2016, FTBNA declared and paid dividends on its preferred stock quarterly, with OCC approval as necessary. Additionally, FTBNA declared preferred dividends in first quarter 2018 payable in April 2018.

The payment of cash dividends by FHN and FTBNA may also be affected or limited by other factors, such as the requirement to maintain adequate capital above regulatory guidelines. For example, beginning in 2016, the ability to pay dividends is restricted if capital ratios fall below regulatory minimums plus a prescribed capital conservation buffer. Furthermore, the Federal Reserve and the OCC require insured banks and bank holding companies only to pay dividends 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.

Restrictions on intercompany transactions. Under current Federal banking law, FTBNA may not enter into covered transactions with any affiliate including the parent company and certain financial subsidiaries in excess of 10 percent of the bank’s capital stock and surplus, as defined, or $388.2 million, on December 31, 2017. Covered transactions include a loan or extension of credit to an affiliate, a purchase of or an investment in securities issued by an affiliate and the acceptance of securities issued by the affiliate as collateral for any loan or extension of credit. The equity investment, including retained earnings, in certain of a bank’s financial subsidiaries is also treated as a covered transaction. The parent company had covered transactions of $.9 million from FTBNA and the bank’s financial subsidiary, FTN Financial Securities Corp., had a total equity investment from FTBNA of $360.7 million on December 31, 2017. In addition, the aggregate amount of covered transactions with all affiliates, as defined, is limited to 20 percent of the bank’s capital stock and surplus, as defined, or $766.3 million, on December 31, 2017. FTBNA’s total covered transactions with all affiliates including the parent company on December 31, 2017 were $361.7 million.

132

Note 13 – Other Income and Other Expense

Following is detail of All other income and commissions and All other expense as presented in the Consolidated Statements of Income:

(Dollars in thousands)	2017			2016		2015
All other income and commissions:
Other service charges	$	12,532		$	11,731	$	11,610
ATM interchange fees	12,425			11,965		11,917
Deferred compensation	6,322			3,025		(1,369		)
Electronic banking fees	5,082			5,477		5,840
Letter of credit fees	4,661			4,103		4,621
Mortgage banking	4,649			10,215		3,870
Insurance commissions	2,514			2,981		2,627
Gain/(loss) on extinguishment of debt (a)	(14,329		)	—		5,793
Other	11,029			14,734		15,821
Total	$	44,885		$	64,231	$	60,730
All other expense:
Litigation and regulatory matters	$	40,517		$	30,469	$	187,607
Travel and entertainment	11,462			10,275		9,590
Other insurance and taxes	9,686			10,891		12,941
Customer relations	5,750			6,255		5,382
Employee training and dues	5,551			5,691		5,390
Supplies	4,106			4,434		3,827
Tax credit investments	3,468			3,349		4,582
Miscellaneous loan costs	2,751			2,586		2,656
OREO	1,006			773		2,104
Other (b)	48,891			41,568		34,123
Total	$	133,188		$	116,291	$	268,202

(a) Loss on extinguishment of debt for 2017 relates to the repurchase of equity securities previously included in a financing transaction.

(b) 2017 includes $8.8 million of charitable contributions to the First Tennessee Foundation. An additional contribution of 65,000 Visa Class B shares with a cost basis of $0 was also made in 2017.

133

Note 14 – 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 years ended December 31, 2017, 2016, and 2015:

(Dollars in thousands)	Securities AFS			Cash Flow Hedges			Pension and Post-retirement Plans			Total
Balance as of December 31, 2014	$	18,581		$	—		$	(206,827	)	$	(188,246	)
Net unrealized gains/(losses)	(14,055		)	—			(11,117		)	(25,172		)
Amounts reclassified from AOCI	(1,132		)	—			358			(774		)
Other comprehensive income/(loss)	(15,187		)	—			(10,759		)	(25,946		)
Balance as of December 31, 2015	3,394			—			(217,586		)	(214,192		)
Net unrealized gains/(losses)	(19,709		)	130			(16,322		)	(35,901		)
Amounts reclassified from AOCI	(917		)	(1,395		)	4,751			2,439
Other comprehensive income/(loss)	(20,626		)	(1,265		)	(11,571		)	(33,462		)
Balance as of December 31, 2016	(17,232		)	(1,265		)	(229,157		)	(247,654		)
Net unrealized gains/(losses)	(4,467		)	(2,156		)	(13,377		)	(20,000		)
Amounts reclassified from AOCI	(298		)	(2,945		)	5,618			2,375
Other comprehensive income/(loss)	(4,765		)	(5,101		)	(7,759		)	(17,625		)
Balance as of December 31, 2017	(21,997		)	(6,366		)	(236,916		)	(265,279		)
Adjustment to reflect adoption of ASU 2018-02	(4,837		)	(1,398		)	(51,311		)	(57,546		)
Ending balance, as adjusted	$	(26,834	)	$	(7,764	)	$	(288,227	)	$	(322,825	)

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

(Dollars in thousands)
Details about AOCI	2017			2016			2015			Affected line item in the statement where net income is presented
Securities AFS:
Realized (gains)/losses on securities AFS	$	(483	)	$	(1,485	)	$	(1,836	)	Debt securities gains/(losses), net
Tax expense/(benefit)	185			568			704			Provision/(benefit) for income taxes
	(298		)	(917		)	(1,132		)
Cash flow hedges:
Realized (gains)/losses on cash flow hedges	(4,771		)	(2,260		)	—			Interest and fees on loans
Tax expense/(benefit)	1,826			865			—			Provision/(benefit) for income taxes
	(2,945		)	(1,395		)	—
Pension and Postretirement Plans:
Amortization of prior service cost and net actuarial gain/(loss)	9,101			7,697			580			Employee compensation, incentives, and benefits
Tax expense/(benefit)	(3,483		)	(2,946		)	(222		)	Provision/(benefit) for income taxes
	5,618			4,751			358
Total reclassification from AOCI	$	2,375		$	2,439		$	(774	)

134

Note 15 – Income Taxes

The aggregate amount of income taxes included in the Consolidated Statements of Income and the Consolidated Statements of Equity for the years ended December 31, were as follows:

(Dollars in thousands)	2017			2016			2015
Consolidated Statements of Income:
Income tax expense/(benefit)	$	131,892		$	106,810		$	10,941
Consolidated Statements of Equity:
Income tax expense/(benefit) related to:
Net unrealized gains/(losses) on pension and other postretirement plans	(832		)	(7,172		)	(6,689		)
Net unrealized gains/(losses) on securities available-for-sale	(2,955		)	(12,810		)	(9,445		)
Net unrealized gains/(losses) on cash flow hedges	(3,163		)	(780		)	—
Share based compensation	—			(1,613		)	(356		)
Total	$	124,942		$	84,435		$	(5,549	)

The components of income tax expense/(benefit) for the years ended December 31, were as follows:

(Dollars in thousands)	2017		2016		2015
Current:
Federal	$	10,012	$	25,234	$	(5,059	)
State	879		1,803		(8,258		)
Foreign	—		169		62
Deferred:
Federal	114,059		67,109		19,487
State	6,942		12,495		4,706
Foreign	—		—		3
Total	$	131,892	$	106,810	$	10,941

On December 22, 2017, the Tax Cuts and Jobs Act “Tax Act” was signed into law. The Tax Act reduces the federal statutory tax rate from 35 percent to 21 percent. Although the rate reduction was not effective until January 1, 2018, GAAP required an adjustment in 2017 of deferred tax balances to reflect the new effective tax rate. FHN recorded an $82 million increase in tax expense related to the effects of the Tax Act. This estimate will be adjusted during the measurement period related to the CBF acquisition and as deferred tax items are finalized for the 2017 tax return.

135

Note 15 – Income Taxes (Continued)

A reconciliation of expected income tax expense/(benefit) at the federal statutory rate of 35 percent to the total income tax expense follows:

(Dollars in thousands)	2017			2016			2015
Federal income tax rate	35%			35%			35%
Tax computed at statutory rate	$	108,105		$	120,862		$	37,889
Increase/(decrease) resulting from:
State income taxes	4,753			9,918			7
Bank-owned life insurance (“BOLI”)	(8,401		)	(5,661		)	(4,897		)
401(k) – employee stock ownership plan (“ESOP”)	(904		)	(824		)	(714		)
Tax-exempt interest	(7,890		)	(7,098		)	(6,507		)
Non-deductible expenses	7,558			1,079			887
LIHTC credits and benefits, net of amortization	(5,327		)	(6,165		)	(7,239		)
Other tax credits	(2,480		)	(3,886		)	(2,012		)
Change in valuation allowance – DTA	(40,473		)	(116		)	(3,875		)
Other changes in unrecognized tax benefits	46			616			(1,386		)
Effect of Tax Act	82,027			—			—
Other	(5,122		)	(1,915		)	(1,212		)
Total	$	131,892		$	106,810		$	10,941

As of December 31, 2017, FHN had net deferred tax asset balances related to federal and state income tax carryforwards of $126.8 million and $19.8 million, respectively, which will expire at various dates as follows:

(Dollars in thousands)	Expiration Dates	Net Deferred Tax Asset Balance
General business credits-federal	2031-2037	$	64,835
Losses-federal	2027-2035	62,010
Net operating losses-states	2018-2022	1,092
Net operating losses-states	2023-2035	18,709

A deferred tax asset (“DTA”) or deferred tax liability (“DTL”) 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 enacted statutory tax rates, applicable to future years, to these temporary differences. In order to support the recognition of the DTA, FHN’s management must believe that the realization of the DTA is more likely than not. FHN evaluates the likelihood of realization of the DTA based on both positive and negative evidence available at the time, including (as appropriate) scheduled reversals of DTLs, projected future taxable income, tax planning strategies, and recent financial performance. Realization is dependent on generating sufficient taxable income prior to the expiration of the carryforwards attributable to the DTA. In projecting future taxable income, FHN incorporates assumptions including the estimated amount of future state and federal pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates used to manage the underlying business.

As of December 31, 2017, FHN's net DTA was $221.8 million compared with the $199.6 million at December 31, 2016. FHN's gross DTA (net of a valuation allowance) and gross DTL were $353.2 million and $131.4 million, respectively. FHN's net DTA increased by $137.7 million on November 30, 2017 upon the merger of CBF into FHN. The provisional estimate of the effects of the Tax Act, discussed in this Note above, includes tax expense related to a decrease in the acquired DTA from CBF by approximately $48.1 million due to the adjustment of the DTA to the lower federal tax rate. As of December 31, 2017, FHN had fully utilized all capital loss carryovers. FHN had a valuation allowance of $40.4 million against its 2012 federal capital loss carryforward as of December 31, 2016. Although realization is not assured, FHN believes that it meets the more-likely-than-not requirement with respect to the net DTA after valuation allowance.

136

Note 15 – Income Taxes (Continued)

Temporary differences which gave rise to deferred tax assets and deferred tax liabilities on December 31, 2017 and 2016 were as follows:

(Dollars in thousands)	2017			2016
Deferred tax assets:
Loss reserves	$	91,390		$	65,605
Employee benefits	50,404			83,074
Equity investments	28,547			—
Accrued expenses	16,052			16,767
Capital loss carryforwards	—			44,469
Credit carryforwards	64,835			80,048
Federal loss carryforwards	62,010			175
State loss carryforwards	19,801			19,438
Investment in debt securities (ASC 320) (a)	8,811			10,693
Other	11,512			17,340
Gross deferred tax assets	353,362			337,609
Valuation allowance	(147		)	(40,593		)
Deferred tax assets after valuation allowance	$	353,215		$	297,016
Deferred tax liabilities:
Depreciation and amortization	43,040			36,347
Equity investments	—			12,196
Other intangible assets	55,923			37,596
Prepaid expenses	9,255			11,150
Real estate investment trust income	22,576			—
Other	602			114
Gross deferred tax liabilities	131,396			97,403
Net deferred tax assets	$	221,819		$	199,613

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

(a) Tax effects of unrealized gains and losses are tracked on a security-by-security basis.

The total unrecognized tax benefits (“UTB”) at December 31, 2017 and 2016, was $4.3 million and $4.2 million, respectively. To the extent such unrecognized tax benefits as of December 31, 2017 are subsequently recognized, $1.8 million of tax benefits would impact tax expense and FHN’s effective tax rate in future periods.

FHN is currently in audit in several jurisdictions. It is reasonably possible that the UTB related to state exposures could decrease by $.5 million during 2018 if audits are completed and settled and if the applicable statutes of limitations expire as scheduled.

FHN recognizes interest accrued and penalties related to UTB within income tax expense. FHN had approximately $.4 million and $.3 million accrued for the payment of interest as of December 31, 2017 and 2016, respectively. The total amount of interest and penalties recognized in the Consolidated Statements of Income during 2017 and 2016 was an expense of $.1 million and $.2 million, respectively.

The rollforward of unrecognized tax benefits is shown below:

137

Note 15 – Income Taxes (Continued)

(Dollars in thousands)
Balance at December 31, 2015	$	3,673
Increases related to prior year tax positions	951
Increases related to current year tax positions	27
Settlements	(407		)
Balance at December 31, 2016	$	4,244
Increases related to prior year tax positions	33
Increases related to current year tax positions	174
Lapse of statutes	(180		)
Balance at December 31, 2017	$	4,271

138

Note 16 – Earnings Per Share

The following table provides reconciliations of net income to net income available to common shareholders and the difference between average basic common shares outstanding and average diluted common shares outstanding:

(Dollars and shares in thousands, except per share data)	2017		2016		2015
Net income/(loss)	$	176,980	$	238,511	$	97,313
Net income attributable to noncontrolling interest	11,465		11,465		11,434
Net income/(loss) attributable to controlling interest	165,515		227,046		85,879
Preferred stock dividends	6,200		6,200		6,200
Net income/(loss) available to common shareholders	$	159,315	$	220,846	$	79,679
Weighted average common shares outstanding—basic	241,436		232,700		234,189
Effect of dilutive securities	3,017		2,592		2,077
Weighted average common shares outstanding—diluted	244,453		235,292		236,266
Net income/(loss) per share available to common shareholders	$	0.66	$	0.95	$	0.34
Diluted income/(loss) per share available to common shareholders	$	0.65	$	0.94	$	0.34

The following table presents 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:

(Shares in thousands)	2017		2016		2015
Stock options excluded from the calculation of diluted EPS	2,468		2,610		3,559
Weighted average exercise price of stock options excluded from the calculation of diluted EPS	$	25.62	$	26.29	$	24.40
Other equity awards excluded from the calculation of diluted EPS	176		37		98

139

Note 17 - 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 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 this time, and FHN is cooperating in those matters. Pending and threatened litigation matters sometimes are settled by the parties, and sometimes pending matters are resolved in court or before an arbitrator. 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

Summary

As used in this Note, except for some 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 that 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. Set forth below are disclosures for certain pending or threatened litigation matters, including all matters mentioned in (i) or (ii) and certain matters mentioned in (iii). In addition, certain other matters, or groups of matters, are discussed relating to FHN’s former mortgage origination and servicing businesses. In all litigation matters discussed, 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 December 31, 2017, the aggregate amount of liabilities established for all such loss contingency matters was $41.6 million. These liabilities are separate from those discussed under the heading “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 December 31, 2017, 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 approximately $28 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. That possibility exists both for matters included in the estimated reasonably possible loss (“RPL”) range mentioned above and for matters not included in that range.

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Note 17 - Contingencies and Other Disclosures (Continued)

Material Matters

FTBNA, as indirect successor to CommunityOne Bank (“C1”) through FTBNA's merger with CBF in 2017, is defending a consolidated lawsuit brought by approximately 34 alleged victims of a fraudulent scheme known as “Black Diamond.” The action is pending in the U.S. District Court for the Western District of North Carolina (Civ. Act. No. 3:15-cv-00403-RJC-DSC). The Black Diamond scheme ended in 2009 with the arrest of its principal. The Black Diamond business entity had a depositary account with C1. The plaintiffs claim that the Black Diamond account at C1 had the status of a “fiduciary account” under state law, and that C1 breached fiduciary duties owed to plaintiffs (because of that status) by not discovering the fraudulent scheme. Plaintiffs demand restitution of money lost in the scheme plus punitive damages and attorneys' fees. The current RPL estimate for this matter is subject to significant uncertainties regarding: whether the depositary account at issue will be determined to have been a fiduciary account; the availability and scope of other significantly dispositive defenses; the dollar amounts claimed; and the potential remedies that might be available or awarded.

FHN, along with multiple co-defendants, is defending lawsuits brought by investors which claim that offering documents under which certificates relating to First Horizon branded securitizations were sold to them were materially deficient. One of those matters is viewed as material currently: Federal Deposit Insurance Corporation (“FDIC”) as receiver for Colonial Bank, in the U.S. District Court for the Southern District of New York (Case No. 12 Civ. 6166 (LLS)(MHD)). The plaintiff in that suit claims to have purchased (and later sold) certificates totaling $83.4 million, relating to a number of separate securitizations. Plaintiff demands damages and prejudgment interest, among several remedies sought. The current liability and RPL estimates for this matter are subject to significant uncertainties regarding: the dollar amounts claimed; the potential remedies that might be available or awarded; the outcome of any settlement discussions that may occur; the availability of significantly dispositive defenses; and the incomplete status of the discovery process. Additional information concerning FHN’s former mortgage businesses is provided below in “Obligations from Legacy Mortgage Businesses.”

Underwriters are co-defendants in the FDIC-New York matter and have demanded, under provisions in the applicable underwriting agreements, that FHN indemnify them for their expenses and any losses they may incur. In addition, FHN has received indemnity demands from underwriters in certain other suits as to which investors claim to have purchased certificates in FH proprietary securitizations but as to which FHN has not been named a defendant.

For most pending indemnity claims involving FH proprietary securitizations FHN is unable to estimate an RPL range due to significant uncertainties regarding: claims as to which the claimant specifies no dollar amount; the potential remedies that might be available or awarded; the availability of significantly dispositive defenses such as statutes of limitations or repose; the outcome of potentially dispositive early-stage motions such as motions to dismiss; the incomplete status of the discovery process; the lack of a precise statement of damages; and lack of precedent claims. The alleged purchase prices of the certificates subject to pending indemnification claims, excluding the FDIC-New York matter, total $409.9 million.

In late October, 2017, FHN received a notice of indemnification claims from 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, starting in 2011, FHN’s subservicer. The notice asserts several categories of indemnity obligations by FHN to Nationstar in connection with mortgage loans under the subservicing arrangement and under the purchase transaction. This matter currently is not in formal 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.

FHN has additional potential exposures related to its former mortgage businesses. A few of those matters have become litigation which FHN currently estimates are immaterial, some are non-litigation claims or threats, some are mere subpoenas or other requests for information, and in some areas FHN has no indication of any active or threatened dispute. Some of those matters might eventually result in loan repurchases or make-whole payments and could be included in the repurchase liability discussed below, and some might eventually result in damages or other litigation-oriented liability, including indemnity payments, but none are included in the material loss contingency liabilities mentioned above or in the RPL range mentioned above. Additional information concerning such exposures is provided below in “Obligations from Legacy Mortgage Businesses.”

Material Gain Contingency Matter

In second quarter 2015 FHN reached an agreement with DOJ and HUD to settle potential claims related to FHN’s underwriting and origination of loans insured by FHA. Under that agreement FHN paid $212.5 million. FHN believes that certain insurance

141

Note 17 - Contingencies and Other Disclosures (Continued)

policies, having an aggregate policy limit of $75 million, provide coverage for FHN’s losses and related costs. The insurers have denied and/or reserved rights to deny coverage. FHN sued the insurers to enforce the policies under Tennessee law. The trial court granted summary judgment to the defendants, and FHN has appealed. In connection with this litigation FHN seeks to partly recoup previously recognized expenses associated with the settled matter. Under applicable financial accounting guidance FHN has determined that although material gain from this litigation is not probable, there is a reasonably possible (more than remote) chance of a material gain outcome for FHN. FHN cannot determine a probable outcome that may result from this matter because of the uncertainty of the potential outcomes of the legal proceedings and also due to significant uncertainties regarding: legal interpretation of the relevant contracts; potential remedies that might be available or awarded; and the ultimate effect of counterclaims asserted by the defendants. Additional information concerning FHN’s former mortgage businesses is provided below in “Obligations from Legacy Mortgage Businesses.”

Obligations from Legacy Mortgage Businesses

Loss contingencies mentioned above under “Material Matters” stem from FHN’s former mortgage origination and servicing businesses. FHN retains potential for further exposure, in addition to the matters mentioned, from those former businesses. The following discussion provides context and other information to enhance an understanding of those matters and exposures.

Overview

Prior to September 2008 FHN originated loans through its legacy mortgage business, primarily first lien home loans, with the intention of selling them. Sales typically were effected either as non-recourse whole-loan sales or through non-recourse proprietary securitizations. Conventional conforming single-family residential mortgage loans were sold predominately to two GSEs: Fannie Mae and Freddie Mac. Also, federally insured or guaranteed whole loans were pooled, and payments to investors were guaranteed through Ginnie Mae. Many mortgage loan originations, especially nonconforming mortgage loans, were sold to investors, or certificate-holders, predominantly through FH proprietary securitizations but also, to a lesser extent, through other whole loans sold to private non-Agency purchasers. FHN used only one trustee for all of its FH proprietary securitizations. FHN also originated mortgage loans eligible for FHA insurance or VA guaranty. In addition, FHN originated and sold HELOCs and second lien mortgages through other whole loans sold to private purchasers and, to a lesser extent, through FH proprietary securitizations. Currently, only one FH securitization of HELOCs remains outstanding.

For non-recourse loan sales, FHN has exposure for repurchase of loans, make-whole damages, or other related damages, arising from claims that FHN breached its representations and warranties made at closing to the purchasers, including GSEs, other whole loan purchasers, and the trustee of FH proprietary securitizations.

During the time these legacy activities were conducted, FHN frequently sold mortgage loans “with servicing retained.” As a result, FHN accumulated substantial amounts of MSR on its consolidated balance sheet, as well as contractual servicing obligations and related deposits and receivables. FHN conducted a significant servicing business under its First Horizon Home Loans brand.

MI was required by GSE rules for certain of the loans sold to GSEs and was also provided for certain of the loans that were securitized. MI generally was provided for first lien loans sold or securitized having an LTV ratio at origination of greater than 80 percent.

In 2007, market conditions deteriorated to the point where mortgage-backed securitizations no longer could be sold economically; FHN’s last securitization occurred that year. FHN continued selling mortgage loans to GSEs until August 31, 2008, when FHN sold its national mortgage origination and servicing platforms along with a portion of its servicing assets and obligations. FHN contracted to have its remaining servicing obligations sub-serviced. Since the platform sale FHN has sold substantially all remaining servicing assets and obligations.

Certain mortgage-related terms used in this “Contingencies” section are defined in “Mortgage-Related Glossary” at the end of this Overview.

Repurchase and Make-Whole Obligations

Starting in 2009, FHN received a high number of claims either to repurchase loans from the purchaser or to pay the purchaser to “make them whole” for economic losses incurred. These claims have been driven primarily by loan delinquencies. In repurchase or make-whole claims a loan purchaser typically asserts that specified loans violated representations and warranties FHN made when the loans were sold. A significant majority of claims received overall have come from GSEs, and the

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Note 17 - Contingencies and Other Disclosures (Continued)

remainder are from purchasers of other whole loan sales. FHN has not received a loan repurchase or make-whole claim from the FH proprietary securitization trustee.

Generally, FHN reviews each claim and MI cancellation notice individually. FHN’s responses include appeal, provide additional information, deny the claim (rescission), repurchase the loan or remit a make-whole payment, or reflect cancellation of MI.

After several years resolving repurchase and make-whole claims with each GSE on a loan-by-loan basis, in 2013 and 2014 FHN entered into DRAs with the GSEs, resolving a substantial majority of potential claims. Starting in 2014, the overall number of such claims diminished substantially, primarily as a result of the DRAs. Each DRA resolved obligations associated with loans originated from 2000 to 2008, but certain obligations and loans were excluded. Under each DRA, FHN remains responsible for repurchase obligations related to certain excluded defects (such as title defects and violations of the GSE’s Charter Act) and FHN continues to have loan repurchase or monetary compensation obligations under the DRAs related to private mortgage insurance rescissions, cancellations, and denials (with certain exceptions). FHN also has exposure related to loans where there has been a prior bulk sale of servicing, as well as certain other whole-loan sales. With respect to loans where there has been a prior bulk sale of servicing, FHN is not responsible for MI cancellations and denials to the extent attributable to the acts of the current servicer.

While large portions of repurchase claims from the GSEs were settled with the DRAs, comprehensive settlement of repurchase, make-whole, and indemnity claims with non-Agency claimants is not practical. Such claims that are not resolved by the parties can, and sometimes have, become litigation.

FH Proprietary Securitization Actions

FHN has potential financial exposure from FH proprietary securitizations outside of the repurchase/make-whole process. Several investors in certificates sued FHN and others starting in 2009, and several underwriters or other counterparties have demanded that FHN indemnify and defend them in securitization lawsuits. The pending suits generally assert that disclosures made to investors in the offering and sale of certificates were legally deficient.

Servicing Obligations

FHN’s national servicing business was sold as part of the platform sale in 2008. A significant amount of MSR was sold at that time, and a significant amount was retained. The related servicing activities, including foreclosure and loss mitigation practices, not sold in 2008 were outsourced through a three-year subservicing arrangement (the “2008 subservicing agreement”) with the platform buyer (the “2008 subservicer”). The 2008 subservicing agreement expired in 2011 when FHN entered into a replacement agreement with a new subservicer (the “2011 subservicer”). In fourth quarter 2013, FHN contracted to sell a substantial majority of its remaining servicing obligations and servicing assets (including advances) to the 2011 subservicer. The servicing was transferred to the buyer in stages, and was substantially completed in first quarter 2014. The servicing still retained by FHN continues to be subserviced.

As servicer, FHN had contractual obligations to the owners of the loans (primarily GSEs) and securitization trustees, to handle billing, custodial, and other tasks related to each loan. Each subservicer undertook to perform those obligations on FHN’s behalf during the applicable subservicing period, although FHN legally remained the servicer of record for those loans that were subserviced.

The 2008 subservicer has been subject to a consent decree, and entered into a settlement agreement with regulators related to alleged deficiencies in servicing and foreclosure practices. The 2008 subservicer has made demands of FHN, under the 2008 subservicing agreement, to pay certain resulting costs and damages totaling $43.5 million. FHN disagrees with those demands and has made no payments. This disagreement has the potential to result in litigation and, in any such future litigation, the claim against FHN may be substantial.

Origination Data

From 2005 through 2008, FHN originated and sold $69.5 billion of mortgage loans to the Agencies. This includes $57.6 billion of loans sold to GSEs and $11.9 billion of loans guaranteed by Ginnie Mae. Although FHN conducted these businesses before 2005, GSE loans originated in 2005 through 2008 account for a substantial majority of all repurchase requests/make-whole claims received since the 2008 platform sale.

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Note 17 - Contingencies and Other Disclosures (Continued)

From 2005 through 2007, $26.7 billion of mortgage loans were included in FH proprietary securitizations. The last FH securitization occurred in 2007.

Mortgage-Related Glossary

Agencies	the two GSEs and Ginnie Mae	HELOC	home equity line of credit
certificates	securities sold to investors representing interests in mortgage loan securitizations	HUD	Dept. of Housing and Urban Development
DOJ	U.S. Department of Justice	LTV	loan-to-value, a ratio of the loan amount divided by the home value
DRA	definitive resolution agreement with a GSE	MI	private mortgage insurance, insuring against borrower payment default
Fannie Mae, Fannie, FNMA	Federal National Mortgage Association	MSR	mortgage servicing rights
FH proprietary securitization	securitization of mortgages sponsored by FHN under its First Horizon brand	nonconforming loans	loans that did not conform to Agency program requirements
FHA	Federal Housing Administration	other whole loans sold	mortgage loans sold to private, non-Agency purchasers
Freddie Mac, Freddie, FHLMC	Federal Home Loan Mortgage Corporation	2008 platform sale, 2008 sale, platform sale	FHN’s sale of its national mortgage origination and servicing platforms in 2008
Ginnie Mae, Ginnie, GNMA	Government National Mortgage Association	pipeline or active pipeline	pipeline of mortgage repurchase, make-whole, & certain related claims against FHN
GSEs	Fannie Mae and Freddie Mac	VA	Veterans Administration

Repurchase and Foreclosure Liability

The repurchase and foreclosure liability is comprised of reserves to cover estimated loss content in the active pipeline, estimated future inflows, as well as estimated loss content related to certain known claims not currently included in the active pipeline. 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, and certain related exposures and has accrued for losses of $34.2 million and $66.0 million as of December 31, 2017 and 2016, respectively, including a smaller amount related to equity-lending junior lien loan sales. Accrued liabilities for FHN’s estimate of these obligations are reflected in Other liabilities on the Consolidated Statements of Condition. Charges/expense reversals to increase/decrease the liability are included within Repurchase and foreclosure provision/(provision credit) 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.

Other FHN Mortgage Exposures

At December 31, 2017, FHN had not accrued a liability for exposure for repurchase of first-lien loans related to FH proprietary securitizations arising from claims from the trustee that FHN breached its representations and warranties in FH proprietary securitizations at closing, and no such claims had been made. FHN’s trustee is a defendant in lawsuits in which the plaintiffs have asserted that the trustee has duties to review loans and otherwise to act against FHN outside of the duties specified in the

144

Note 17 - Contingencies and Other Disclosures (Continued)

applicable trust documents; FHN is not a defendant and is not able to assess what, if any, exposure FHN may have as a result of them.

FHN is defending, directly or as indemnitor, certain pending lawsuits brought by purchasers of certificates in FH proprietary securitizations or their assignees. FHN believes a new lawsuit based on federal securities claims that offering disclosures were deficient cannot be brought at this time due to the running of applicable limitation periods, but other investor claims, based on other legal theories, might still be possible. Due to sales of MSR starting in 2008, FHN has limited visibility into current loan information such as principal payoffs, refinance activity, delinquency trends, and loan modification activity.

Many non-GSE purchasers of whole loans from FHN included those loans in their own securitizations. Regarding such other whole loans sold, FHN made representations and warranties concerning the loans and provided indemnity covenants to the purchaser/securitizer. Typically the purchaser/securitizer assigned key contractual rights against FHN to the securitization trustee. As mentioned above, repurchase, make-whole, indemnity, and other monetary claims related to specific loans are included in the active pipeline and repurchase reserve. In addition, currently the following categories of actions are pending which involve FHN and other whole loans sold: (i) FHN has received indemnification requests from purchasers of loans or their assignees in cases where FHN is not a defendant; (ii) FHN has received subpoenas seeking loan reviews in cases where FHN is not a defendant; and (iii) FHN has received repurchase, indemnity, and other demands from purchasers or their assignees. At December 31, 2017, FHN’s repurchase and foreclosure liability considered certain known exposures from other whole loans sold.

OTHER DISCLOSURES

Visa Matters

FHN is a member of the Visa USA network. In October 2007, the Visa organization of affiliated entities completed a series of global restructuring transactions to combine its affiliated operating companies, including Visa USA, under a single holding company, Visa Inc. (“Visa”). Upon completion of the reorganization, the members of the Visa USA network remained contingently liable for certain Visa litigation matters (the “Covered Litigation”). Based on its proportionate membership share of Visa USA, FHN recognized a contingent liability in fourth quarter 2007 related to this contingent obligation. In March 2008, Visa completed its initial public offering (“IPO”) and funded an escrow account from its IPO proceeds to be used to make payments related to the Visa litigation matters. FHN received approximately 2.4 million Class B shares in conjunction with Visa’s IPO.

Conversion of these shares into Class A shares of Visa is prohibited until the final resolution of the covered litigation. In conjunction with the prior sales of Visa Class B shares in December 2010 and September 2011, 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. The conversion ratio is adjusted when Visa deposits funds into the escrow account to cover certain litigation. As of December 31, 2017 and 2016, the derivative liabilities were $5.6 million and $6.2 million, respectively.

In July 2012, Visa and MasterCard announced a joint settlement (the “Settlement”) related to the Payment Card Interchange matter, one of the Covered Litigation matters. Based on the amount of the Settlement attributable to Visa and an assessment of FHN’s contingent liability accrued for Visa litigation matters, the Settlement did not have a material impact on FHN. The Settlement was vacated upon appeal in June 2016 and the Supreme Court declined to hear the case in March 2017. Accordingly, the outcome of this matter remains uncertain. Additionally, other Covered Litigation matters are also pending judicial resolution. So long as any Covered Litigation matter remains pending, FHN’s ability to transfer its Visa holdings is restricted, with limited exceptions.

FHN holds approximately 1.0 million Visa Class B shares. FHN’s Visa shares are not considered to be marketable and therefore are included in the Consolidated Statements of Condition at their historical cost of $0. As of December 31, 2017, the conversion ratio is 165 percent reflecting a Visa stock split in March 2015, and the contingent liability is $.8 million. Future funding of the escrow would dilute this conversion ratio by an amount that is not determinable at present. Based on the closing price on December 31, 2017, assuming conversion into Class A shares at the current conversion ratio, FHN’s Visa holdings would have had a value of approximately $197 million. Recognition of market value in the future with that conversion ratio is dependent upon the final resolution of the remainder of Visa’s Covered Litigation matters without further reduction of the conversion ratio.

145

Note 17 - Contingencies and Other Disclosures (Continued)

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.

146

Note 18 – Pension, Savings, and Other Employee Benefits

Pension plan. 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 contributed $165 million to the qualified pension plan in third quarter 2016. The contribution had no effect on FHN’s 2016 Consolidated Statements of Income. FHN did not make any contributions to the qualified pension plan in 2017. Management does not currently anticipate that FHN will make a contribution to the qualified pension plan in 2018.

FHN assumed two additional qualified pension plans in conjunction with the CBF acquisition. FHN conformed the actuarial assumptions used in measuring the acquired plans to those used for its qualified plan in the purchase accounting valuation. Both legacy CBF plans are frozen. At the closing of FHN's merger with CBF, those plans had an aggregate benefit obligation of $18.5 million and aggregate plan assets of $13.2 million. FHN contributed $5.1 million to these plans in December 2017. As of December 31, 2017, the aggregate benefit obligation for the plans was $18.7 million and aggregate plan assets were $18.6 million. Benefit payments, expense and actuarial gains/losses related to these plans were insignificant for 2017. After the contribution, FHN altered the investment strategy for the plans to re-allocate plan assets into fixed income investments (primarily Level 1 mutual funds) with durations similar to those for the projected benefit obligation. Additional funding amounts to these plans are dependent upon the potential settlement of the plans. Due to the insignificant financial statement impact, these two plans are not included in the disclosures that follow.

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 $5.4 million for 2017. FHN anticipates making benefit payments under the non-qualified plans of $5.7 million in 2018.

Savings plan. FHN provides all qualifying full-time employees with the opportunity to participate in FHN's tax qualified 401(k) savings plan. The qualified plan allows employees to defer receipt of earned salary, up to tax law limits, on a tax-advantaged basis. Accounts, which are held in trust, may be invested in a wide range of mutual funds and in FHN common stock. Up to tax law limits, FHN provides a 100 percent match for the first 6 percent of salary deferred, with company matching contributions invested according to a participant’s current investment election. Through a non-qualified savings restoration plan, FHN provides a restorative benefit to certain highly-compensated employees who participate in the savings plan and whose contribution elections are capped by tax limitations.

FHN also provides “flexible dollars” to assist employees with the cost of annual benefits and/or allow the employee to contribute to his or her qualified savings plan account. These “flexible dollars” are pre-tax contributions and are based upon the employees’ years of service and qualified compensation. Contributions made by FHN through the flexible benefits plan and the company matches were $23.0 million for 2017, $21.6 million for 2016, and $20.8 million for 2015.

Other employee benefits. FHN provides postretirement life insurance benefits to certain employees and also provides postretirement medical insurance benefits to retirement-eligible employees. The postretirement medical plan is contributory with FHN contributing a fixed amount for certain participants. FHN’s postretirement benefits include certain prescription drug benefits.

Actuarial assumptions. FHN’s process for developing the long-term expected rate of return of pension plan assets is based on capital market exposure as the source of investment portfolio returns. Capital market exposure refers to the plan’s broad allocation of its assets to asset classes, such as large cap equity and fixed income. FHN also considers expectations for inflation, real interest rates, and various risk premiums based primarily on the historical risk premium for each asset class. The expected return is based upon a thirty year time horizon. In conjunction with the contribution made in 2016, the asset allocation strategy for the qualified pension plan was adjusted through the sale of all equity investments with investment of the proceeds, in addition to the contribution, into fixed income instruments that more closely matched the estimated duration of payment obligations. Consequently, FHN selected a 4.20 percent assumption for 2018 for the qualified defined benefit pension plan and a 2.15 percent assumption forpostretirement medical plan assets dedicated to employees who retired prior to January 1, 1993. FHN selected a 5.95 percent assumption for 2018 for postretirement medical plan assets dedicated to employees who retired after January 1, 1993.

147

Note 18 – Pension, Savings, and Other Employee Benefits (Continued)

The discount rates for the three years ended 2017 for pension and other benefits were determined by using a hypothetical AA yield curve represented by a series of annualized individual discount rates from one-half to thirty years. The discount rates are selected based upon data specific to FHN’s plans and employee population. The bonds used to create the hypothetical yield curve were subjected to several requirements to ensure that the resulting rates were representative of the bonds that would be selected by management to fulfill the company’s funding obligations. In addition to the AA rating, only non-callable bonds were included. Each bond issue was required to have at least $300 million ($250 million in 2016 and 2015) par outstanding so that each issue was sufficiently marketable. Finally, bonds more than two standard deviations from the average yield were removed. When selecting the discount rate, FHN matches the duration of high quality bonds with the duration of the obligations of the plan as of the measurement date. For all years presented, the measurement date of the benefit obligations and net periodic benefit costs was December 31.

The actuarial assumptions used in the defined benefit pension plans and other employee benefit plans were as follows:

	Benefit Obligations			Net Periodic Benefit Cost
	2017	2016	2015	2017	2016	2015
Discount rate
Qualified pension	3.76%	4.39%	4.68%	4.37%	4.69%	4.30%
Nonqualified pension	3.59%	4.07%	4.33%	4.07%	4.34%	4.00%
Other nonqualified pension	3.19%	3.39%	3.57%	3.39%	3.57%	3.35%
Postretirement benefits	3.37% - 3.87%	3.67% - 4.57%	3.76% - 4.87%	3.68% - 4.57%	3.84% - 4.87%	3.45% - 4.45%
Expected long-term rate of return
Qualified pension/ postretirement benefits	4.20%	4.50%	6.00%	4.50%	6.00%	5.85%
Postretirement benefit (retirees post January 1, 1993)	5.95%	6.00%	6.15%	6.00%	6.15%	6.35%
Postretirement benefit (retirees prior to January 1, 1993)	2.15%	2.15%	2.10%	2.15%	2.10%	2.30%

The rate of compensation increase previously had a significant effect on the actuarial assumptions used for the defined benefit pension plan. However, since the benefits in the pension plan are frozen, the rate of compensation increase has no effect upon qualified pension benefits.

The health care cost trend rate assumption previously had a significant effect on the amounts reported. However, given the change to a defined contribution subsidy model for postretirement medical insurance benefits, a one-percentage-point change in assumed health care cost trend rates would have no impact on the reported service and interest cost components or the postretirement benefit obligation at the end of the plan year since the annual rate of increase in health care costs was no longer included in the actuarial assumptions for that plan for the 2017, 2016 and 2015 measurements.

148

Note 18 – Pension, Savings, and Other Employee Benefits (Continued)

The components of net periodic benefit cost for the plan years 2017, 2016 and 2015 are as follows:

(Dollars in thousands)	Total Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	37		$	39		$	40		$	107		$	110		$	146
Interest cost	29,380			31,216			36,424			1,305			1,292			1,413
Expected return on plan assets	(36,015		)	(39,123		)	(37,516		)	(947		)	(913		)	(956		)
Amortization of unrecognized:
Prior service cost/(credit)	52			196			333			95			170			(830		)
Actuarial (gain)/loss	9,521			8,141			10,103			(567		)	(810		)	(1,014		)
Net periodic benefit cost	2,975			469			9,384			(7		)	(151		)	(1,241		)
ASC 715 curtailment (income) (a)	—			—			—			—			—			(8,283		)
ASC 715 settlement expense	43			—			—			—			—			—
Total periodic benefit costs	$	3,018		$	469		$	9,384		$	(7	)	$	(151	)	$	(9,524	)

(a) In 2015, an announced revision to the retiree medical plan triggered curtailment accounting. In accordance with its practice, FHN performed a remeasurement of the plan in conjunction with the curtailment and realized a curtailment gain.

The long-term expected rate of return is applied to the market-related value of plan assets in determining the expected return on plan assets. FHN determines the market-related value of plan assets using a calculated value that recognizes changes in the fair value of plan assets over five years, as permitted by GAAP.

In 2016, FHN changed its methodology for the calculation of interest cost for its applicable employee benefit plans. Prior to 2016 FHN utilized a weighted average discount rate to determine interest cost, which is the same discount rate used to calculate the projected benefit obligations. Starting in 2016, FHN adopted a spot rate approach which applies duration-specific rates from the full yield curve to estimated future benefit payments for the determination of interest cost. This change in accounting estimate reduced interest cost across all plans by $5.8 million in 2016.

The following tables set forth the plans’ benefit obligations and plan assets for 2017 and 2016:

(Dollars in thousands)	Total Pension Benefits						Other Benefits
	2017			2016			2017			2016
Change in benefit obligation
Benefit obligation, beginning of year	$	804,542		$	816,529		$	35,403		$	33,166
Service cost	37			39			107			110
Interest cost	29,380			31,216			1,305			1,292
Actuarial (gain)/loss	63,876			12,733			3,733			2,110
Actual benefits paid (a)	(56,951		)	(55,975		)	(986		)	(1,275		)
Benefit obligation, end of year	$	840,884		$	804,542		$	39,562		$	35,403
Change in plan assets
Fair value of plan assets, beginning of year	$	778,872		$	638,169		$	16,717		$	16,128
Actual return on plan assets	84,534			27,448			2,458			991
Employer contributions	4,789			169,230			564			873
Actual benefits paid – settlement payments	—			—			(986		)	(1,275		)
Actual benefits paid – other payments	(56,951		)	(55,975		)	—			—
Fair value of plan assets, end of year	$	811,244		$	778,872		$	18,753		$	16,717
Funded status of the plans	$	(29,640	)	$	(25,670	)	$	(20,809	)	$	(18,686	)
Amounts recognized in the Statements of Condition
Other assets	$	11,238		$	18,104		$	15,254		$	13,050
Other liabilities	(40,878		)	(43,774		)	(36,063		)	(31,736		)
Net asset/(liability) at end of year	$	(29,640	)	$	(25,670	)	$	(20,809	)	$	(18,686	)

149

Note 18 – Pension, Savings, and Other Employee Benefits (Continued)

(a) 2017 and 2016 amounts are higher than historical trends due to the settlements of certain terminated, vested participants in the qualified pension plan that occurred during these years.

The qualified pension plan was overfunded as of December 31, 2017 by $11.2 million. The nonqualified pension plans were underfunded as of December 31, 2017 by $40.9 million. Because of the pension freeze as of the end of 2012, the pension benefit obligation and the accumulated benefit obligation are the same as of December 31, 2017 and 2016. The qualified pension plan was overfunded as of December 31, 2016 by $18.1 million.

Unrecognized actuarial gains and losses and unrecognized prior service costs and credits are recognized as a component of accumulated other comprehensive income. Balances reflected in accumulated other comprehensive income on a pre-tax basis for the years ended December 31, 2017 and 2016 consist of:

(Dollars in thousands)	Total Pension Benefits				Other Benefits
	2017		2016		2017			2016
Amounts recognized in accumulated other comprehensive income
Prior service cost/(credit)	$	—	$	52	$	—		$	95
Net actuarial (gain)/loss	385,517		379,724		(5,093		)	(8,076		)
Total	$	385,517	$	379,776	$	(5,093	)	$	(7,981	)

The pre-tax amounts recognized in other comprehensive income during 2017 and 2016 were as follows:

(Dollars in thousands)	Total Pension Benefits						Other Benefits
	2017			2016			2017			2016
Changes in plan assets and benefit obligation recognized in other comprehensive income
Net actuarial (gain)/loss arising during measurement period	$	15,357		$	24,408		$	2,222		$	2,032
Items amortized during the measurement period:
Prior service credit/(cost)	(52		)	(196		)	(95		)	(170		)
Net actuarial gain/(loss)	(9,521		)	(8,141		)	567			810
Total recognized in other comprehensive income	$	5,784		$	16,071		$	2,694		$	2,672

FHN utilizes the minimum amortization method in determining the amount of actuarial gains or losses to include in plan expense. Under this approach, the net deferred actuarial gain or loss that exceeds a threshold is amortized over the average remaining service period of active plan participants. The threshold is measured as the greater of: 10 percent of a plan’s projected benefit obligation as of the beginning of the year or 10 percent of the market related value of plan assets as of the beginning of the year. FHN amortizes actuarial gains and losses using the estimated average remaining life expectancy of the remaining participants since all participants are considered inactive due to the freeze.

For pension plans, the estimated actuarial loss that would be amortized from AOCI into net periodic benefit cost in 2018 is $11.8 million. For other postretirement plans, the estimated actuarial loss to be amortized from AOCI into net periodic benefit in 2018 is $21.6 million.

FHN does not expect any defined benefit pension plan’s and other employee benefit plan’s assets to be returned to FHN in 2018.

The following table provides detail on expected benefit payments, which reflect expected future service, as appropriate:

(Dollars in thousands)	Pension Benefits		Other Benefits
2018	$	36,117	$	2,543
2019	38,554		1,590
2020	40,784		1,647
2021	42,536		1,710
2022	43,381		1,775
2023-2027	234,305		9,963

150

Note 18 – Pension, Savings, and Other Employee Benefits (Continued)

Plan assets. FHN’s overall investment goal is to create, over the life of the pension plan and retiree medical plan, an adequate pool of sufficiently liquid assets to support the qualified pension benefit obligations to participants, retirees, and beneficiaries, as well as to partially support the medical obligations to retirees and beneficiaries. Thus, the qualified pension plan and retiree medical plan seek to achieve a high level of investment return consistent with a prudent level of portfolio risk.

Prior to the contribution in third quarter 2016, FHN had adopted an investment strategy that reduced equities and increased long duration fixed income allocations over time with the intention of reducing volatility of funded status and pension costs. Plan assets were shifted from equities to fixed income securities when certain funded status thresholds were met. Subsequent to the 2016 contribution, qualified pension plan assets primarily consist of fixed income securities which include U.S. treasuries, corporate bonds of companies from diversified industries, municipal bonds, and foreign bonds. Fixed income investments generally have long durations consistent with the estimated pension liabilities of FHN. This duration-matching strategy is intended to hedge substantially all of the plan’s risk associated with future benefit payments. Retiree medical funds are kept in short-term investments, primarily money market funds and mutual funds. On December 31, 2017 and 2016, FHN did not have any significant concentrations of risk within the plan assets related to the pension plan or the retiree medical plan.

The fair value of FHN’s pension plan assets at December 31, 2017 and 2016, by asset category classified using the Fair Value measurement hierarchy is shown in the table below. See Note 24 – Fair Value of Assets and Liabilities for more details about Fair Value measurements.

(Dollars in thousands)	December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	21,152	$	—	$	—	$	21,152
Fixed income securities:
U.S. treasuries	—		27,173		—		27,173
Corporate, municipal and foreign bonds	—		762,919		—		762,919
Total	$	21,152	$	790,092	$	—	$	811,244

(Dollars in thousands)	December 31, 2016
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	23,815	$	—	$	—	$	23,815
Fixed income securities:
U.S. treasuries	—		30,576		—		30,576
Corporate, municipal and foreign bonds	—		505,374		—		505,374
Common and collective funds:
Fixed income	—		219,107		—		219,107
Total	$	23,815	$	755,057	$	—	$	778,872

Any shortfall of investment performance compared to investment objectives should be explainable in terms of general economic and capital market conditions. The Pension and Savings Investment Committees, comprised of senior managers within the organization, meet regularly to review asset performance and potential portfolio revisions. With the change in asset allocation in 2016, adjustments to the qualified pension plan asset allocation have primarily reflected changes in anticipated liquidity needs for plan benefits.

151

Note 18 – Pension, Savings, and Other Employee Benefits (Continued)

The fair value of FHN’s retiree medical plan assets at December 31, 2017 and 2016 by asset category are as follows:

(Dollars in thousands)	December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	364	$	—	$	—	$	364
Mutual funds:
Equity mutual funds	11,402		—		—		11,402
Fixed income mutual funds	6,987		—		—		6,987
Total	$	18,753	$	—	$	—	$	18,753

(Dollars in thousands)	December 31, 2016
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	626	$	—	$	—	$	626
Mutual funds:
Equity mutual funds	10,443		—		—		10,443
Fixed income mutual funds	5,648		—		—		5,648
Total	$	16,717	$	—	$	—	$	16,717

152

153

Note 19 - Stock Options, Restricted Stock, and Dividend Reinvestment Plans

Equity compensation plans

FHN currently has one plan, its shareholder-approved Equity Compensation Plan (“ECP”), which authorizes the grant of new stock-based awards to employees and directors. Most awards outstanding at year end were granted under the ECP, though older stock options and certain deferred stock units remain outstanding under several plans which no longer are active. The ECP authorizes a broad range of award types, including restricted shares, stock units, and stock options. Stock units may be paid in shares or cash, depending upon the terms of the award. The ECP also authorizes the grant of stock appreciation rights, though no such grants have been made. Unvested awards have service and/or performance conditions which must be met in order for the shares to vest. Awards generally have service-vesting conditions, meaning that the employee must remain employed by FHN for certain periods in order for the award to vest. Some outstanding awards also have performance conditions, and two outstanding awards have performance conditions associated with FHN’s stock price. FHN operates the ECP by establishing award programs, each of which is intended to cover a specific need. Programs are created, changed, or terminated as needs change. On December 31, 2017, there were 10,233,661 shares available for new awards under the ECP. The ECP imposes a separate limit on full-value (non-option) awards which is included within the overall limit; at December 31, 2017 there were 7,927,593 shares available to be granted as full-value awards.

Service condition full-value awards. Awards may be granted with service conditions only. In recent years, programs using these awards have included annual programs for executives and selected management employees, a mandatory deferral program for executives tied to annual bonuses earned, other mandatory or elective deferral programs, various retention programs, and special hiring-incentive situations. Details of the awards vary by program, but most are settled in shares at vesting rather than cash, and vesting rarely begins earlier than the first anniversary of grant and rarely extends beyond the fourth anniversary of grant. Annual programs tend to use multiple annual vesting dates while retention programs tend to use a single vesting date, but there are exceptions.

Performance condition awards. Under FHN’s long-term incentive and corporate performance programs, performance stock units (“PSUs”) (executives) and cash units (selected management employees) are granted annually and vest only if predetermined performance measures are met. The measures are changed each year based on goals and circumstances prevailing at the time of grant. In recent years the performance periods have been three years, with service-vesting near the third anniversary of the grant. PSUs granted after 2014 also have a two year post-vest holding period. Recent annual performance awards require pro-rated forfeiture for performance falling between a threshold level and a maximum, but all-or-nothing awards have also been granted. Performance awards sometimes are used to provide a narrow, targeted incentive to a single person or small group; two such awards which include a market performance condition to FHN’s Chief Executive Officer (“CEO”) are discussed in the next paragraph. Of the annual program awards paid during 2017 or outstanding on December 31, 2017: performance conditions related to the 2014 units were met at the 112.5 percent payout level and were paid in 2017; the three-year performance period of the 2015 units has ended but performance is measured relative to peers and has not yet been determined; and, the three-year performance periods for the 2016 and 2017 units have not ended.

Market condition awards. In 2016 and 2012, FHN made special grants of performance stock units to FHN’s CEO which will vest at the end of a performance period of seven years and five years, respectively. The awards have no provision for pro-rated payment based on partial performance. The 2016 award’s performance goal is based on achievement of a specific level of total shareholder return during the performance period. The 2012 award’s two alternative performance goals are: FHN’s common stock price achieves and maintains a certain level for a certain period of time; or FHN’s total shareholder return during the entire period achieves a certain level.

Director awards. Non-employee directors receive cash and annual grants of service-conditioned stock units under a program approved by the board of directors. Director stock units are settled in shares at vesting in the year following the year of grant. In 2017 and 2016 each director received $65,000 or prorated equivalent of stock units, representing a portion of their annual retainer. Prior to 2005 directors could elect to defer cash compensation in the form of discount-priced stock options, some of which remain outstanding.

153

Note 19 - Stock Options, Restricted Stock, and Dividend Reinvestment Plans (Continued)

Stock and stock unit awards. A summary of restricted and performance stock and unit activity during the year ended December 31, 2017, is presented below:

	Shares/ Units (a)		Weighted average grant date fair value (per share) (b)
Nonvested on January 1, 2017	4,004,402		11.28
Shares/units granted	1,238,754		18.83
Shares/units vested	(847,107	)	11.64
Shares/units cancelled	(424,833	)	10.51
Nonvested on December 31, 2017	3,971,216		12.92

(a) Includes only units that settle in shares and nonvested performance units are included at 100% payout level.

(b) The weighted average grant date fair value for shares/units granted in 2016 and 2015 was $12.90 and $13.90, respectively.

On December 31, 2017, there was $27.6 million of unrecognized compensation cost related to nonvested restricted stock awards. That cost is expected to be recognized over a weighted-average period of 2.5 years. The total grant date fair value of shares vested during 2017, 2016 and 2015, was $9.9 million, $9.7 million and $9.9 million, respectively.

Stock option awards. Currently FHN operates only a single option program, calling for annual grants of service-vested options to executives. In the past, however, option programs varied widely in their uses and terms, and many old-program options, granted under the ECP or its predecessor plans, remain outstanding today. Except for substitute options (discussed below), all options granted since 2005 provide for the issuance of FHN common stock at a price fixed at its fair market value on the grant date. Except for substitute options, converted options and a special retention stock option award to the CEO in 2016, all options granted since 2008 vest fully no later than the fourth anniversary of grant, and all such options expire seven years from the grant date. Substitute options can be issued under the ECP in exchange for options of an acquired company that are canceled in a merger. The price, vesting, expiration, and other terms of the substitute options economically mirror those of the canceled options. FHN issued substitute options in the TAF transaction which closed in October, 2015. Converted options from CBF are all fully vested and expire ten years from grant date. The 2016 retention award vests beginning on the fourth anniversary of grant and extends through the sixth anniversary of grant. A deferral program, which was discontinued in 2005, allowed for foregone compensation plus the exercise price to equal the fair market value of the stock on the date of grant if the grantee agreed to receive the options in lieu of compensation. Deferral options still outstanding expire 20 years from the grant date.

The summary of stock option activity for the year ended December 31, 2017, is shown below:

	Options Outstanding		Weighted Average Exercise Price (per share)	Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value (thousands)
January 1, 2017	5,937,156		17.86
Options converted from CBF	1,059,685		11.54
Options granted	423,638		19.73
Options exercised	(475,995	)	13.66
Options expired/cancelled	(335,913	)	27.21
December 31, 2017	6,608,571		16.80	3.18	34,003
Options exercisable	5,016,496		17.65	2.56	24,646
Options expected to vest	1,592,075		14.11	5.13	9,358

The total intrinsic value of options exercised during 2017, 2016 and 2015 was $2.5 million, $10.6 million and $2.8 million, respectively. On December 31, 2017, there was $2.2 million of unrecognized compensation cost related to nonvested stock options. That cost is expected to be recognized over a weighted-average period of 3.2 years.

154

Note 19 - Stock Options, Restricted Stock, and Dividend Reinvestment Plans (Continued)

FHN granted or converted 1,483,323, 971,328 and 595,229 stock options with a weighted average fair value of $4.69, $2.95 and $4.01 per option at grant date in 2017, 2016 and 2015, respectively.

FHN used the Black-Scholes Option Pricing Model to estimate the fair value of stock options granted or converted in 2017, 2016, and 2015 with the following assumptions:

	2017	2016	2015
Expected dividend yield	1.82%	2.41%	1.68%
Expected weighted-average lives of options granted	6.09 years	6.19 years	6.18 years
Expected weighted-average volatility	26.90%	32.84%	32.26%
Expected volatility range	24.36 - 29.44%	30.73 – 34.95%	23.67 – 40.85%
Risk-free interest rate	2.07%	1.28%	1.68%

Expected lives of options granted are determined based on the vesting period, historical exercise patterns and contractual term of the options. FHN uses a blend of historical and implied volatility in determining expected volatility. A portion of the weighted average volatility rate is derived by compiling daily closing stock prices over a historical period approximating the expected lives of the options. Additionally, because of market volatility due to economic conditions and the impact on stock prices of financial institutions, FHN also incorporates a measure of implied volatility so as to incorporate more recent market conditions in the estimation of future volatility.

Compensation Cost. The compensation cost that has been included in the Consolidated Statements of Income pertaining to stock-based awards was $20.6 million, $17.5 million, and $13.8 million for 2017, 2016, and 2015, respectively. The corresponding total income tax benefits recognized were $7.9 million in 2017, $6.7 million in 2016, and $5.3 million in 2015.

Authorization. Consistent with Tennessee state law, only authorized, but unissued, stock may be utilized in connection with any issuance of FHN common stock which may be required as a result of stock based compensation awards. FHN has obtained authorization from the Board of Directors to repurchase up to certain number of shares, related to issuance under the ECP and older stock award plans. These authorizations are automatically adjusted for stock splits and stock dividends. Repurchases are authorized to be made in the open market or through privately negotiated transactions and will be subject to market conditions, accumulation of excess equity, legal and regulatory restrictions, and prudent capital management. FHN does not currently expect to repurchase a material number of shares under the compensation plan-related repurchase program during 2018.

Dividend reinvestment plan. The Dividend Reinvestment and Stock Purchase Plan authorizes the sale of FHN’s common stock from stock acquired on the open market to shareholders who choose to invest all or a portion of their cash dividends or make optional cash payments of $25 to $10,000 per quarter without paying commissions. The price of stock purchased on the open market is the average price paid.

155

Note 20 - Business Segment Information

FHN has four business segments: regional banking, fixed income, corporate, and non-strategic. The regional banking segment offers financial products and services, including traditional lending and deposit taking, to consumer and commercial customers in Tennessee, North Carolina, South Carolina, Florida and other selected markets. Regional banking also provides investments, financial planning, trust services and asset management, mortgage banking, credit card, and cash management. Additionally, the regional banking segment includes correspondent banking which provides credit, depository, and other banking related services to other financial institutions nationally. The fixed income segment consists of fixed income securities sales, trading, and strategies for institutional clients in the U.S. and abroad, as well as loan sales, portfolio advisory services, and derivative sales. The corporate segment consists of unallocated corporate expenses, expense on subordinated debt issuances, bank-owned life insurance, unallocated interest income associated with excess equity, net impact of raising incremental capital, revenue and expense associated with deferred compensation plans, funds management, tax credit investment activities, derivative valuation adjustments related to prior sales of Visa Class B shares, gain/(loss) on extinguishment of debt, and acquisition- and integration-related costs. The non-strategic segment consists of the wind-down national consumer lending activities, legacy mortgage banking elements including servicing fees, and the associated ancillary revenues and expenses related to these businesses. Non-strategic also includes the wind-down trust preferred loan portfolio and 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. 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 table reflects the amounts of consolidated revenue, expense, tax, and average assets, as well as, depreciation and amortization expense and expenditures for long lived assets for each segment for the years ended December 31:

(Dollars in thousands)	2017		2016		2015
Consolidated
Net interest income	$	842,314	$	729,084	$	653,720
Provision/(provision credit) for loan losses	—		11,000		9,000
Noninterest income	490,219		552,441		517,325
Noninterest expense	1,023,661		925,204		1,053,791
Income/(loss) before income taxes	308,872		345,321		108,254
Provision/(benefit) for income taxes	131,892		106,810		10,941
Net income/(loss)	$	176,980	$	238,511	$	97,313
Average assets	$	29,924,813	$	27,427,227	$	25,635,975
Depreciation and amortization	$	70,924	$	64,673	$	60,743
Expenditures for long-lived assets	287,642		62,554		43,514

156

Note 20 - Business Segment Information (Continued)

(Dollars in thousands)	2017			2016			2015
Regional Banking
Net interest income	$	848,952		$	741,852		$	655,152
Provision/(provision credit) for loan losses	21,647			38,887			34,545
Noninterest income	258,609			249,003			251,586
Noninterest expense	629,773			615,821			562,799
Income/(loss) before income taxes	456,141			336,147			309,394
Provision/(benefit) for income taxes	162,985			120,100			110,349
Net income/(loss)	$	293,156		$	216,047		$	199,045
Average assets	$	19,621,764		$	17,143,464		$	14,932,207
Depreciation and amortization	$	43,255		$	39,177		$	37,997
Expenditures for long-lived assets	276,012			51,354			37,367
Fixed Income
Net interest income	$	18,010		$	10,765		$	15,517
Noninterest income	217,077			269,339			231,314
Noninterest expense	210,937			229,576			220,149
Income/(loss) before income taxes	24,150			50,528			26,682
Provision/(benefit) for income taxes	7,919			18,070			8,999
Net income/(loss)	$	16,231		$	32,458		$	17,683
Average assets	$	2,544,842		$	2,365,661		$	2,370,355
Depreciation and amortization	$	9,026		$	5,981		$	6,108
Expenditures for long-lived assets	2,106			2,099			1,706
Corporate
Net interest income/(expense)	$	(58,915	)	$	(65,902	)	$	(71,680	)
Noninterest income (a)	8,926			20,436			23,331
Noninterest expense	139,390			58,913			57,830
Income/(loss) before income taxes	(189,379		)	(104,379		)	(106,179		)
Provision/(benefit) for income taxes	(45,922		)	(55,777		)	(80,085		)
Net income/(loss)	$	(143,457	)	$	(48,602	)	$	(26,094	)
Average assets	$	6,278,281		$	6,030,313		$	6,001,168
Depreciation and amortization	$	18,249		$	19,078		$	16,054
Expenditures for long-lived assets	9,383			8,946			3,971
Non-Strategic
Net interest income	$	34,267		$	42,369		$	54,731
Provision/(provision credit) for loan losses	(21,647		)	(27,887		)	(25,545		)
Noninterest income	5,607			13,663			11,094
Noninterest expense	43,561			20,894			213,013
Income/(loss) before income taxes	17,960			63,025			(121,643		)
Provision/(benefit) for income taxes	6,910			24,417			(28,322		)
Net income/(loss)	$	11,050		$	38,608		$	(93,321	)
Average assets	$	1,479,926		$	1,887,789		$	2,332,245
Depreciation and amortization	$	394		$	437		$	584
Expenditures for long-lived assets	141			155			470

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

(a) 2017 includes a $14.3 million pre-tax loss from the repurchase of equity securities previously included in a financing transaction.

157

Note 21 - Variable Interest Entities

ASC 810 defines a VIE as a legal entity where (a) the equity investors, as a group, lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support, (b) the equity investors, as a group, lack either, (1) the power through voting rights, or similar rights, to direct the activities of an entity that most significantly impact the entity’s economic performance, (2) the obligation to absorb the expected losses of the entity, or (3) the right to receive the expected residual returns of the entity, or (c) the entity is structured with non-substantive voting rights. A variable interest is a contractual ownership or other interest that fluctuates with changes in the fair value of the VIE’s net assets exclusive of variable interests. Under ASC 810, as amended, a primary beneficiary is required to consolidate a VIE when it has a variable interest in a VIE that provides it with a controlling financial interest. For such purposes, the determination of whether a controlling financial interest exists is based on whether a single party has both the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant.

Consolidated Variable Interest Entities

FHN holds variable interests in a proprietary HELOC securitization trust it established as a source of liquidity for consumer lending operations. Based on its restrictive nature, the trust is considered a VIE as the holders of equity at risk do not have the power through voting rights or similar rights to direct the activities that most significantly impact the trust’s economic performance. The retention of mortgage service rights ("MSR") and a residual interest results in FHN potentially absorbing losses or receiving benefits that are significant to the trust. FHN is considered the primary beneficiary, as it is assumed to have the power, as Master Servicer, to most significantly impact the activities of the VIE. Consolidation of the trust results in the recognition of the trust proceeds as restricted borrowings since the cash flows on the securitized loans can only be used to settle the obligations due to the holders of trust securities. Through first quarter 2016 the trust experienced a rapid amortization period and FHN was obligated to provide subordinated funding. During the period, cash payments from borrowers were accumulated to repay outstanding debt securities while FHN continued to make advances to borrowers when they drew on their lines of credit. FHN then transferred the newly generated receivables into the securitization trust. FHN is reimbursed for these advances only after other parties in the securitization have received all of the cash flows to which they are entitled. If loan losses requiring draws on the related monoline insurers’ policies (which protect bondholders in the securitization) exceed a certain level, FHN may not receive reimbursement for all of the funds advanced to borrowers, as the senior bondholders and the monoline insurers typically have priority for repayment. Amounts funded from monoline insurance policies are considered restricted term borrowings in FHN’s Consolidated Statements of Condition. Except for recourse due to breaches of representations and warranties made by FHN in connection with the sale of the loans to the trust, the creditors of the trust hold no recourse to the assets of FHN.

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.

158

Note 21 - Variable Interest Entities (Continued)

The following table summarizes VIEs consolidated by FHN as of December 31, 2017 and December 31, 2016:

	December 31, 2017				December 31, 2016
	On-Balance Sheet Consumer Loan Securitization		Rabbi Trusts Used for Deferred Compensation Plans		On-Balance Sheet Consumer Loan Securitization		Rabbi Trusts Used for Deferred Compensation Plans
(Dollars in thousands)	Carrying Value		Carrying Value		Carrying Value		Carrying Value
Assets:
Cash and due from banks	$	—	N/A		$	—	N/A
Loans, net of unearned income	24,175		N/A		35,873		N/A
Less: Allowance for loan losses	—		N/A		587		N/A
Total net loans	24,175		N/A		35,286		N/A
Other assets	47		$	80,479	283		$	74,160
Total assets	$	24,222	$	80,479	$	35,569	$	74,160
Liabilities:
Term borrowings	$	11,226	N/A		$	23,126	N/A
Other liabilities	2		$	61,733	3		$	54,746
Total liabilities	$	11,228	$	61,733	$	23,129	$	54,746

Nonconsolidated Variable Interest Entities

Low Income Housing Partnerships. First Tennessee Housing Corporation (“FTHC”), a wholly-owned subsidiary of FTBNA, makes equity investments as a limited partner in various partnerships that sponsor affordable housing projects utilizing the Low Income Housing Tax Credit (“LIHTC”) pursuant to Section 42 of the Internal Revenue Code. The purpose of these investments is to achieve a satisfactory return on capital and to support FHN’s community reinvestment initiatives. The activities of the limited partnerships include the identification, development, and operation of multi-family housing units that are leased to qualifying residential tenants generally within FHN’s primary geographic region. LIHTC partnerships are considered VIEs as FTHC, the holder of the equity investment at risk, does not have the ability to direct the activities that most significantly affect the performance of the entity through voting rights or similar rights. FTHC could absorb losses that are significant to the LIHTC partnerships as it has a risk of loss for its capital contributions and funding commitments to each partnership. The general partners are considered the primary beneficiaries as managerial functions give them the power to direct the activities that most significantly impact the entities’ economic performance and the managing members are exposed to all losses beyond FTHC’s initial capital contributions and funding commitments.

FHN accounts for all qualifying LIHTC investments under the proportional amortization method. 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 in the income statement as a component of income tax expense/(benefit). LIHTC investments that do not qualify for the proportional amortization method are accounted for using the equity method. Expenses associated with these investments were $1.8 million, $1.8 million, and $3.4 million during 2017, 2016, and 2015, respectively. The following table summarizes the impact to the Provision/(benefit) for income taxes on the Consolidated Statements of Income for the years ended December 31, 2017, 2016 and 2015 for LIHTC investments accounted for under the proportional amortization method.

(Dollars in thousands)	2017			2016			2015
Provision/(benefit) for income taxes:
Amortization of qualifying LIHTC investments (a)	$	14,037		$	14,223		$	13,496
Low income housing tax credits	(11,037		)	(10,100		)	(9,450		)
Other tax benefits related to qualifying LIHTC investments	(5,045		)	(9,779		)	(10,787		)

(a) 2017 reflects increased amortization due the effects of the Tax Act.

159

Note 21 - Variable Interest Entities (Continued)

Other Tax Credit Investments. First Tennessee New Markets Corporation (“FTNMC”), a wholly-owned subsidiary of FTBNA, makes equity investments through wholly-owned subsidiaries as a non-managing member in various limited liability companies (“LLCs”) that sponsor community development projects utilizing the New Market Tax Credit (“NMTC”) pursuant to Section 45 of the Internal Revenue Code. The purpose of these investments is to achieve a satisfactory return on capital and to support FHN’s community reinvestment initiatives. The activities of the LLCs include providing investment capital for low-income communities within FHN’s primary geographic region. A portion of the funding of FTNMC’s investment in a NMTC LLC is obtained via a loan from an unrelated third-party that is typically a community development enterprise. The NMTC LLCs are considered VIEs as FTNMC, the holder of the equity investment at risk, does not have the ability to direct the activities that most significantly affect the performance of the entity through voting rights or similar rights. While FTNMC could absorb losses that are significant to the NMTC LLCs as it has a risk of loss for its initial capital contributions, the managing members are considered the primary beneficiaries as managerial functions give them the power to direct the activities that most significantly impact the NMTC LLCs’ economic performance and the managing members are exposed to all losses beyond FTNMC’s initial capital contributions.

FTHC also makes equity investments as a limited partner or non-managing member in entities that receive Historic Tax Credits pursuant to Section 47 of the Internal Revenue Code. The purpose of these entities is the rehabilitation of historic buildings with the tax credits provided to incent private investment in the historic cores of cities and towns. These entities are considered VIEs as FTHC, the holder of the equity investment at risk, does not have the ability to direct the activities that most significantly affect the performance of the entity through voting rights or similar rights. FTHC could absorb losses that are significant to the entities as it has a risk of loss for its capital contributions and funding commitments to each partnership. The managing members are considered the primary beneficiaries as managerial functions give them the power to direct the activities that most significantly impact the entities’ economic performance and the managing members are exposed to all losses beyond FTHC’s initial capital contributions and funding commitments.

Small Issuer Trust Preferred Holdings. FTBNA holds variable interests in trusts which have issued mandatorily redeemable preferred capital securities (“trust preferreds”) for smaller banking and insurance enterprises. FTBNA 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 FTBNA. These trusts meet 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 trusts’ economic performance. Based on the nature of the trusts’ activities and the size of FTBNA’s holdings, FTBNA could potentially receive benefits or absorb losses that are significant to the trusts regardless of whether a majority of a trust’s securities are held by FTBNA. However, since FTBNA 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. FTBNA has no contractual requirements to provide financial support to the trusts.

On-Balance Sheet Trust Preferred Securitization. In 2007, FTBNA 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. FTBNA could potentially receive benefits or absorb losses that are significant to the trust based on the size and priority of the interests it retained in the securities issued by the trust. However, since FTBNA did not retain servicing or other decision making rights, FTBNA 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, FTBNA has accounted for the funds received through the securitization as a term borrowing in its Consolidated Statements of Condition. FTBNA has no contractual requirements to provide financial support to the trust.

Proprietary Residential Mortgage Securitizations. FHN holds variable interests (primarily principal-only strips) in proprietary residential mortgage securitization trusts it established prior to 2008 as a source of liquidity for its mortgage banking operations. Prior to fourth quarter 2016 these interests included MSR and interest-only strips. Except for recourse due to breaches of representations and warranties made by FHN in connection with the sale of the loans to the trusts, the creditors of the trusts hold no recourse to the assets of FHN. Additionally, FHN has no contractual requirements to provide financial support to the trusts. Based on their restrictive nature, the trusts are considered VIEs as the holders of equity at risk do not have the power through voting rights, or similar rights, to direct the activities that most significantly impact the trusts’ economic performance. While it held MSR, FHN was assumed to have the power as servicer to most significantly impact the activities of such VIEs. However, in situations where FHN did not have the ability to participate in significant portions of a securitization trust’s cash flows, FHN was not considered the primary beneficiary of the trust. Therefore, these trusts were not consolidated by FHN.

160

Note 21 - Variable Interest Entities (Continued)

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 Troubled Debt Restructurings. For certain troubled commercial loans, FTBNA restructures the terms of the borrower’s debt in an effort to increase the probability of receipt of amounts contractually due. Following a troubled debt restructuring, 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 FTBNA 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, FTBNA is exposed to potentially significant benefits and losses of the borrowing entity. FTBNA 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.

Sale Leaseback Transaction. FTB has entered into an agreement with a single asset leasing entity for the sale and leaseback of an office building. In conjunction with this transaction, FTB loaned funds to a related party of the buyer that were used for the purchase price of the building. FTB also entered into a construction loan agreement with the single asset entity for renovation of the building. Since this transaction did not qualify as a sale, it is being accounted for using the deposit method which creates a net asset or liability for all cash flows between FTB and the buyer. The buyer-lessor in this transaction meets the definition of a VIE as it does not have sufficient equity at risk since FTB is providing the funding for the purchase and renovation. A related party of the buyer-lessor has the power to direct the activities that most significantly impact the operations and could potentially receive benefits or absorb losses that are significant to the transactions, making it the primary beneficiary. Therefore, FTB does not consolidate the leasing entity.

Proprietary Trust Preferred Issuances. In conjunction with the acquisition of CBF, FHN acquired junior subordinated debt totaling $212.4 million underlying multiple issuances of trust preferred debt by institutions previously acquired by CBF. All of these 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 power through voting rights, or similar rights, 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.

161

Note 21 - Variable Interest Entities (Continued)

The following table summarizes FHN’s nonconsolidated VIEs as of December 31, 2017:

(Dollars in thousands)	Maximum Loss Exposure		Liability Recognized		Classification
Type:
Low income housing partnerships	$	94,798	$	33,348	(a)
Other tax credit investments (b) (c)	20,394		—		Other assets
Small issuer trust preferred holdings (d)	332,455		—		Loans, net of unearned income
On-balance sheet trust preferred securitization	48,817		65,357		(e)
Proprietary residential mortgage securitizations	2,151		—		Trading securities
Holdings of agency mortgage-backed securities (d)	5,349,287		—		(f)
Commercial loan troubled debt restructurings (g)	19,411		—		Loans, net of unearned income
Sale-leaseback transaction	14,827		—		(h)
Proprietary trust preferred issuances (i)	—		212,378		Term borrowings

(a) Maximum loss exposure represents $61.5 million of current investments and $33.3 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 2020.

(b) A liability is not recognized as investments are written down over the life of the related tax credit.

(c) Maximum loss exposure represents current investment balance. Of the initial investment, $18.0 million was funded through loans from community development enterprises.

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

(e) Includes $112.5 million classified as Loans, net of unearned income, and $1.7 million classified as Trading securities which are offset by $65.4 million classified as Term borrowings.

(f) Includes $.5 billion classified as Trading securities and $4.8 billion classified as Securities available-for-sale.

(g) Maximum loss exposure represents $19.1 million of current receivables and $.3 million of contractual funding commitments on loans related to commercial borrowers involved in a troubled debt restructuring.

(h) Maximum loss exposure represents the current loan balance plus additional funding commitments less amounts received from the buyer-lessor.

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

The following table summarizes FHN’s nonconsolidated VIEs as of December 31, 2016:

(Dollars in thousands)	Maximum Loss Exposure		Liability Recognized		Classification
Type:
Low income housing partnerships	$	73,582	$	17,398	(a)
Other tax credit investments (b) (c)	21,898		—		Other assets
Small issuer trust preferred holdings (d)	332,985		—		Loans, net of unearned income
On-balance sheet trust preferred securitization	49,361		64,812		(e)
Proprietary residential mortgage securitizations	2,568		—		Trading securities
Holdings of agency mortgage-backed securities (d)	4,163,313		—		(f)
Commercial loan troubled debt restructurings (g)	42,696		—		Loans, net of unearned income
Sale-leaseback transaction	11,827		—		(h)

(a) Maximum loss exposure represents $56.2 million of current investments and $17.4 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 2017.

(b) A liability is not recognized as investments are written down over the life of the related tax credit.

(c) Maximum loss exposure represents current investment balance. Of the initial investment, $18.0 million was funded through loans from community development enterprises.

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

(e) Includes $112.5 million classified as Loans, net of unearned income, and $1.7 million classified as Trading securities which are offset by $64.8 million classified as Term borrowings.

(f) Includes $.4 billion classified as Trading securities and $3.8 billion classified as Securities available-for-sale.

(g) Maximum loss exposure represents $37.5 million of current receivables and $5.2 million of contractual funding commitments on loans related to commercial borrowers involved in a troubled debt restructuring.

(h) Maximum loss exposure represents the current loan balance plus additional funding commitments less amounts received from the buyer-lessor.

162

Note 22 - 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 customers’ 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 Asset/Liability Committee (“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. Commencing in first quarter 2017, a central clearinghouse revised the treatment of daily margin posted or received from collateral to legal settlements of the related derivative contracts. This change resulted in a reduction in derivative assets and liabilities and corresponding reductions in collateral posted and received as these amounts are now presented net by contract in the Consolidated Statements of Condition. This change has no effect on hedge accounting or gains/losses for the applicable derivative contracts. On December 31, 2017 and 2016, respectively, FHN had $27.8 million and $47.8 million of cash receivables and $28.3 million and $32.8 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 in a dealer capacity to facilitate customer transactions and as a risk management tool. Where contracts have been created for customers, 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

FHN’s fixed income segment trades U.S. Treasury, U.S. Agency, government-guaranteed loan, mortgage-backed, corporate and municipal fixed income securities, and other securities for distribution to customers. When these securities settle on a delayed basis, they are considered forward contracts. Fixed income also enters into interest rate contracts, including caps, swaps, and floors, for its customers. In addition, fixed income 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 currently in fixed income noninterest income. Related assets and liabilities are recorded on the Consolidated Statements of Condition as Derivative assets and Derivative liabilities. The FTN Financial Risk Committee and the Credit Risk

163

Note 22 - Derivatives (Continued)

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 $173.9 million and $229.7 million for the years ended December 31, 2017 and 2016, respectively. Trading revenues are inclusive of both derivative and non-derivative financial instruments, and are included in fixed income noninterest income.

The following tables summarize FHN’s derivatives associated with fixed income trading activities as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts	$	2,026,753	$	22,097	$	18,323
Offsetting Upstream Interest Rate Contracts	2,026,753		17,931		20,720
Option Contracts Purchased	20,000		15		—
Forwards and Futures Purchased	6,257,140		4,354		5,526
Forwards and Futures Sold	6,292,012		5,806		4,010

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts	$	1,697,992	$	39,495	$	14,996
Offsetting Upstream Interest Rate Contracts	1,697,992		14,996		39,495
Option Contracts Purchased	17,500		63		—
Option Contracts Written	5,000		—		8
Forwards and Futures Purchased	2,916,750		6,257		26,659
Forwards and Futures Sold	3,085,396		27,330		6,615

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 customers 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.

FHN has designated a derivative transaction in a hedging strategy to manage interest rate risk on $400.0 million of senior debt issued by FTBNA which matures in December 2019. This qualifies for hedge accounting under ASC 815-20 using the long-haul method. FHN entered into a pay floating, receive fixed interest rate swap to hedge the interest rate risk of the senior debt. The balance sheet impact of this swap was $.1 million and $1.6 million in Derivative assets as of December 31, 2017 and 2016. There was an insignificant level of ineffectiveness related to this hedge.

FHN has designated a derivative transaction in a hedging strategy to manage interest rate risk on $500.0 million of senior debt which matures in December 2020. This qualifies for hedge accounting under ASC 815-20 using the long-haul method. FHN entered into a pay floating, receive fixed interest rate swap to hedge the interest rate risk of the senior debt. The balance sheet impact of this swap was $.2 million in Derivative assets as of December 31, 2017 and $7.3 million in Derivative liabilities as of December 31, 2016. There was an insignificant level of ineffectiveness related to this hedge.

164

Note 22 - Derivatives (Continued)

The following tables summarize FHN’s derivatives associated with interest rate risk management activities as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts	$	1,608,912	$	11,644	$	19,780
Offsetting Upstream Interest Rate Contracts	1,608,912		18,473		11,019
Debt Hedging
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	371	N/A
Hedged Items:
Term Borrowings	N/A		N/A		$	900,000	(a)

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts	$	1,357,920	$	17,566	$	14,277
Offsetting Upstream Interest Rate Contracts	1,357,920		14,277		18,066
Debt Hedging
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	1,628	$	7,276
Hedged Items:
Term Borrowings	N/A		N/A		$	900,000	(a)

(a) Represents par value of term borrowings being hedged.

The following table summarizes gains/(losses) on FHN’s derivatives associated with interest rate risk management activities for the years ended December 31, 2017, 2016, and 2015:

	Year Ended December 31
	2017			2016			2015
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)			Gains/(Losses)
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts (a)	$	(10,703	)	$	(22,969	)	604
Offsetting Upstream Interest Rate Contracts (a)	10,699			22,969			(604		)
Debt Hedging
Hedging Instruments:
Interest Rate Swaps (a)	$	(7,766	)	$	(3,552	)	$	(23,194	)
Hedged Items:
Term Borrowings (a) (b)	7,582			3,429			23,414

(a) Gains/losses included in the All other expense section of the Consolidated Statements of Income.

(b) Represents gains and losses attributable to changes in fair value due to interest rate risk as designated in ASC 815-20 hedging relationships.

165

Note 22 - Derivatives (Continued)

In first quarter 2016, FHN entered into a pay floating, receive fixed interest rate swap in a hedging strategy to manage its exposure to the variability in cash flows related to the interest payments for the following five years on $250 million principal of debt instruments, which primarily consist of held-to-maturity trust preferred loans that have variable interest payments based on 3-month LIBOR. In first quarter 2017, FHN initiated cash flow hedges of $650 million notional amount that have durations between three and seven years. The debt instruments primarily consist of held-to-maturity commercial loans that have variable interest payments based on 1-month LIBOR. These qualify for hedge accounting as cash flow hedges under ASC 815-20. Changes in the fair value of these derivatives are recorded as a component of AOCI, to the extent that the hedging relationships are effective. Amounts are reclassified from AOCI to earnings as the hedged cash flows affect earnings. FTB measures the ineffectiveness using the Hypothetical Derivative Method. AOCI is adjusted to an amount that reflects the lesser of either the cumulative change in fair value of the swaps or the cumulative change in the fair value of the hypothetical derivative instruments. To the extent that any ineffectiveness exists in the hedge relationships, the amounts are recorded in current period earnings. Interest paid or received for these swaps is recognized as an adjustment to interest income of the assets whose cash flows are being hedged.

The following tables summarize FHN’s derivative activities associated with cash flow hedges as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	942	N/A
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A		$	900,000	N/A

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps	$	250,000	N/A		$	2,045
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A		$	250,000	N/A

The following table summarizes gains/(losses) on FHN’s derivatives associated with cash flow hedges for the years ended December 31, 2017 and 2016:

	Year Ended December 31
	2017			2016
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps (a) (b)	$	(8,264	)	$	(2,045	)
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A			N/A

(a) Amount represents the pre-tax gains/(losses) included within AOCI.

(b) Approximately $3.0 million of losses are expected to be reclassified into earnings in the next twelve months.

166

Note 22 - Derivatives (Continued)

Prior to third quarter 2017, FHN hedged held-to-maturity trust preferred loans which had an initial fixed rate term before conversion to a floating rate. FHN had entered into pay fixed, receive floating interest rate swaps to hedge the interest rate risk associated with the initial term. Interest paid or received for these swaps was recognized as an adjustment of the interest income of the assets whose risk was being hedged. Basis adjustments remaining at the end of the hedge term were amortized as an adjustment to interest income over the remaining life of the loans. Gains or losses were included in Other income and commissions on the Consolidated Statements of Income. These hedges expired in third quarter 2017.

The following table summarizes FHN’s derivative activities associated with held-to-maturity trust preferred loans as of December 31, 2016:

	December 31, 2016
(Dollars in thousands)	Notional		Assets			Liabilities
Loan Portfolio Hedging
Hedging Instruments:
Interest Rate Swaps	$	6,500	N/A			$	208
Hedged Items:
Trust Preferred Loans (a)	N/A		$	6,500	(b)	N/A

(a) Assets included in the Loans, net of unearned income section of the Consolidated Statements of Condition.

(b) Represents principal balance being hedged.

The following table summarizes gains/(losses) on FHN’s derivatives associated with held-to-maturity trust preferred loans for the year ended December 31, 2016 and 2015:

	Year Ended December 31
	2016			2015
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)
Loan Portfolio Hedging
Hedging Instruments:
Interest Rate Swaps	$	280		$	256
Hedged Items:
Trust Preferred Loans (a)	$	(276	)	$	(253	)

(a) Represents gains and losses attributable to changes in fair value due to interest rate risk as designated in ASC 815-20 hedging relationships.

Other Derivatives

In conjunction with the sales of a portion of its Visa Class B shares, FHN and the purchaser 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 December 31, 2017 and 2016, the derivative liabilities associated with the sales of Visa Class B shares were $5.6 million and $6.2 million, respectively. See the Visa Matters section of Note 17 – Contingencies and Other Disclosures for more information regarding FHN’s Visa shares.

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 December 31, 2017 and 2016, these loans were valued at $1.5 million and $3.8 million, respectively. The balance sheet amount and the gains/losses associated with these derivatives were not significant.

Master Netting and Similar Agreements

As previously discussed, 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.

167

Note 22 - Derivatives (Continued)

Interest rate derivatives are subject to agreements consistent with standard agreement forms of the International Swap and Derivatives Association (“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 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 Statements of Condition.

Interest rate derivatives with customers 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 Statements of Condition. 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 entered into prior to required central clearing 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 FTBNA is lowered, FHN could be required to post additional collateral with the counterparties. Conversely, if the credit rating of FHN and/or FTBNA 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 FTBNA 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 $23.3 million of assets and $34.5 million of liabilities on December 31, 2017, and $35.9 million of assets and $49.0 million of liabilities on December 31, 2016. As of December 31, 2017 and 2016, FHN had received collateral of $119.3 million and $137.6 million and posted collateral of $18.9 million and $39.3 million, respectively, in the normal course of business related to these agreements.

Certain agreements entered into prior to required central clearing 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 FTBNA’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 derivative instruments with credit-risk-related contingent accelerated termination provisions was $22.8 million of assets and $19.4 million of liabilities on December 31, 2017, and $35.9 million of assets and $19.6 million of liabilities on December 31, 2016. As of December 31, 2017 and 2016, FHN had received collateral of $118.6 million and $137.5 million and posted collateral of $6.7 million and $12.9 million, respectively, in the normal course of business related to these contracts.

FHN’s fixed income segment buys and sells various types of securities for its customers. 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.

168

Note 22 - Derivatives (Continued)

The following table provides details of derivative assets and collateral received as presented on the Consolidated Statements of Condition as of December 31, 2017 and 2016:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized assets		Gross amounts offset in the Statements of Condition		Net amounts of assets presented in the Statements of Condition (a)		Derivative liabilities available for offset			Collateral Received			Net amount
Derivative assets:
December 31, 2017 (b)	$	71,458	$	—	$	71,458	$	(17,278	)	$	(33,370	)	$	20,810
December 31, 2016 (b)	87,962		—		87,962		(25,953		)	(52,888		)	9,121

(a) Included in Derivative assets on the Consolidated Statements of Condition. As of December 31, 2017 and 2016, $10.2 million and $33.7 million, respectively, of derivative assets (primarily fixed income forward contracts) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

(b) Amounts are comprised entirely of interest rate derivative contracts.

The following table provides details of derivative liabilities and collateral pledged as presented on the Consolidated Statements of Condition as of December 31, 2017 and 2016:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized liabilities		Gross amounts offset in the Statements of Condition		Net amounts of liabilities presented in the Statements of Condition (a)		Derivative assets available for offset			Collateral pledged			Net amount
Derivative liabilities:
December 31, 2017 (b)	$	69,842	$	—	$	69,842	$	(17,278	)	$	(51,801	)	$	763
December 31, 2016 (b)	96,363		—		96,363		(25,953		)	(60,746		)	9,664

(a) Included in Derivative liabilities on the Consolidated Statements of Condition. As of December 31, 2017 and December 31, 2016, $15.2 million and $39.5 million, respectively, of derivative liabilities (primarily fixed income forward contracts) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

(b) Amounts are comprised entirely of interest rate derivative contracts.

169

Note 23 - 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 Statements of Condition. 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.

The following table provides details of Securities purchased under agreements to resell as presented on the Consolidated Statements of Condition and collateral pledged by counterparties as of December 31:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized assets		Gross amounts offset in the Statements of Condition		Net amounts of assets presented in the Statements of Condition		Offsetting securities sold under agreements to repurchase			Securities collateral (not recognized on FHN’s Statements of Condition)			Net amount
Securities purchased under agreements to resell:
2017	$	725,609	$	—	$	725,609	$	(259	)	$	(720,036	)	$	5,314
2016	613,682		—		613,682		(1,628		)	(603,813		)	8,241

The following table provides details of Securities sold under agreements to repurchase as presented on the Consolidated Statements of Condition and collateral pledged by FHN as of December 31:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized liabilities		Gross amounts offset in the Statements of Condition		Net amounts of liabilities presented in the Statements of Condition		Offsetting securities purchased under agreements to resell			Securities/ government guaranteed loans collateral			Net amount
Securities sold under agreements to repurchase:
2017	$	656,602	$	—	$	656,602	$	(259	)	$	(656,216	)	$	127
2016	453,053		—		453,053		(1,628		)	(451,414		)	11

170

Note 23 - Master Netting and Similar Agreements - Repurchase, Reverse Repurchase, and Securities Borrowing Transactions (Continued)

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 tables provide details, by collateral type, of the remaining contractual maturity of Securities sold under agreements to repurchase as of December 31:

	December 31, 2017
(Dollars in thousands)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
U.S. treasuries	$	13,830	$	—	$	13,830
Government agency issued MBS	424,821		5,365		430,186
Government agency issued CMO	54,037		3,666		57,703
Government guaranteed loans (SBA and USDA)	154,883		—		154,883
Total Securities sold under agreements to repurchase	$	647,571	$	9,031	$	656,602
	December 31, 2016
(Dollars in thousands)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
U.S. treasuries	$	14,864	$	—	$	14,864
Government agency issued MBS	421,771		—		421,771
Government agency issued CMO	—		16,418		16,418
Total Securities sold under agreements to repurchase	$	436,635	$	16,418	$	453,053

171

Note 24 - 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.

Transfers between fair value levels are recognized at the end of the fiscal quarter in which the associated change in inputs occurs.

172

Note 24 - Fair Value of Assets and Liabilities (Continued)

Recurring Fair Value Measurements

The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2017:

	December 31, 2017
(Dollars in thousands)	Level 1		Level 2			Level 3		Total
Trading securities—fixed income:
U.S. treasuries	$	—	$	128,995		$	—	$	128,995
Government agency issued MBS	—		227,038			—		227,038
Government agency issued CMO	—		275,014			—		275,014
Other U.S. government agencies	—		54,699			—		54,699
States and municipalities	—		34,573			—		34,573
Corporates and other debt	—		693,877			—		693,877
Equity, mutual funds, and other	—		(2		)	—		(2		)
Total trading securities—fixed income	—		1,414,194			—		1,414,194
Trading securities—mortgage banking	—		—			2,151		2,151
Loans held-for-sale	—		1,955			18,926		20,881
Securities available-for-sale:
U.S. treasuries	—		99			—		99
Government agency issued MBS	—		2,577,376			—		2,577,376
Government agency issued CMO	—		2,269,858			—		2,269,858
Corporates and other debt	—		55,782			—		55,782
Interest-only strips	—		—			1,270		1,270
Equity, mutual funds, and other	27,017		—			—		27,017
Total securities available-for-sale	27,017		4,903,115			1,270		4,931,402
Other assets:
Deferred compensation assets	39,822		—			—		39,822
Derivatives, forwards and futures	10,161		—			—		10,161
Derivatives, interest rate contracts	—		71,473			—		71,473
Total other assets	49,983		71,473			—		121,456
Total assets	$	77,000	$	6,390,737		$	22,347	$	6,490,084
Trading liabilities—fixed income:
U.S. treasuries	$	—	$	506,679		$	—	$	506,679
Corporates and other debt	—		131,836			—		131,836
Total trading liabilities—fixed income	—		638,515			—		638,515
Other liabilities:
Derivatives, forwards and futures	9,535		—			—		9,535
Derivatives, interest rate contracts	—		69,842			—		69,842
Derivatives, other	—		39			5,645		5,684
Total other liabilities	9,535		69,881			5,645		85,061
Total liabilities	$	9,535	$	708,396		$	5,645	$	723,576

173

Note 24 - Fair Value of Assets and Liabilities (Continued)

The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2016:

	December 31, 2016
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Trading securities—fixed income:
U.S. treasuries	$	—	$	146,988	$	—	$	146,988
Government agency issued MBS	—		256,611		—		256,611
Government agency issued CMO	—		150,058		—		150,058
Other U.S. government agencies	—		52,314		—		52,314
States and municipalities	—		60,351		—		60,351
Corporates and other debt	—		227,934		5		227,939
Equity, mutual funds, and other	—		242		—		242
Total trading securities—fixed income	—		894,498		5		894,503
Trading securities—mortgage banking	—		—		2,568		2,568
Loans held-for-sale	—		2,345		21,924		24,269
Securities available-for-sale:
U.S. treasuries	—		100		—		100
Government agency issued MBS	—		2,208,687		—		2,208,687
Government agency issued CMO	—		1,547,958		—		1,547,958
Equity, mutual funds, and other	25,249		—		—		25,249
Total securities available-for-sale	25,249		3,756,745		—		3,781,994
Other assets:
Mortgage servicing rights	—		—		985		985
Deferred compensation assets	32,840		—		—		32,840
Derivatives, forwards and futures	33,587		—		—		33,587
Derivatives, interest rate contracts	—		88,025		—		88,025
Derivatives, other	—		42		—		42
Total other assets	66,427		88,067		985		155,479
Total assets	$	91,676	$	4,741,655	$	25,482	$	4,858,813
Trading liabilities—fixed income:
U.S. treasuries	$	—	$	381,229	$	—	$	381,229
Other U.S. government agencies	—		844		—		844
Corporates and other debt	—		179,775		—		179,775
Total trading liabilities—fixed income	—		561,848		—		561,848
Other liabilities:
Derivatives, forwards and futures	33,274		—		—		33,274
Derivatives, interest rate contracts	—		96,371		—		96,371
Derivatives, other	—		7		6,245		6,252
Total other liabilities	33,274		96,378		6,245		135,897
Total liabilities	$	33,274	$	658,226	$	6,245	$	697,745

174

Note 24 - Fair Value of Assets and Liabilities (Continued)

Changes in Recurring Level 3 Fair Value Measurements

The changes in Level 3 assets and liabilities measured at fair value for the years endedDecember 31, 2017, 2016 and 2015 on a recurring basis are summarized as follows:

	Year Ended December 31, 2017
(Dollars in thousands)	Trading securities				Interest-only strips- AFS				Loans held- for-sale				Net  derivative liabilities
Balance on January 1, 2017	$	2,573			$	—			$	21,924			$	(6,245	)
Total net gains/(losses) included in:
Net income	448				1,021				1,547				(596		)
Purchases	—				1,413				168				—
Sales	(5		)		(11,431		)		—				—
Settlements	(865		)		—				(4,346		)		1,196
Net transfers into/(out of) Level 3	—				10,267			(b)	(367		)	(d)	—
Balance on December 31, 2017	$	2,151			$	1,270			$	18,926			$	(5,645	)
Net unrealized gains/(losses) included in net income	$	303		(a)	$	(171	)	(c)	$	1,547		(a)	$	(596	)	(e)

	Year Ended December 31, 2016
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2016	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Total net gains/(losses) included in:
Net income	604				3,380				—			31			(2,634		)
Purchases	—				706				—			—			—
Sales	—				—				—			(205		)	—
Settlements	(2,408		)		(6,264		)		(1,500		)	(682		)	1,199
Net transfers into/(out of) Level 3	—				(3,316		)	(d)	—			—			—
Balance on December 31, 2016	$	2,573			$	21,924			$	—		$	985		$	(6,245	)
Net unrealized gains/(losses) included in net income	$	159		(a)	$	3,380		(a)	$	—		$	—		$	(2,634	)	(e)

	Year Ended December 31, 2015
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2015	$	5,642			$	27,910			$	3,307		$	2,517		$	(5,240	)
Total net gains/(losses) included in:
Net income	369				2,765				(47		)	—			(775		)
Purchases	—				3,116				—			—			—
Sales	—				—				(1,760		)	—			—
Settlements	(1,634		)		(4,462		)		—			(676		)	1,205
Net transfers into/(out of) Level 3	—				(1,911		)	(d)	—			—			—
Balance on December 31, 2015	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Net unrealized gains/(losses) included in net income	$	369		(a)	$	2,765		(a)	$	—		$	—		$	(775	)	(e)

175

Note 24 - Fair Value of Assets and Liabilities (Continued)

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

(b) Transfers into interest-only strips - AFS 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) Transfers out of loans held-for-sale level 3 measured on a recurring basis generally reflect movements into OREO (level 3 nonrecurring).

(e) Included in Other expense.

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 balance sheet at December 31, 2017, 2016 and 2015, respectively, the following tables provide the level of valuation assumptions used to determine each adjustment the related carrying value, and the fair value adjustments recorded during the respective periods.

	Carrying value at December 31, 2017								Year Ended December 31, 2017
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—SBAs and USDA	$	—	$	465,504	$	1,473	$	466,977		$	(1,629	)
Loans held-for-sale—first mortgages	—		—		618		618			36
Loans, net of unearned income (a)	—		—		26,666		26,666			(1,687		)
OREO (b)	—		—		39,566		39,566			(996		)
Other assets (c)	—		—		26,521		26,521			(3,468		)
										$	(7,744	)

	Carrying value at December 31, 2016								Year Ended December 31, 2016
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—SBAs	$	—	$	4,286	$	—	$	4,286		$	(1	)
Loans held-for-sale—first mortgages	—		—		638		638			75
Loans, net of unearned income (a)	—		—		31,070		31,070			(2,055		)
OREO (b)	—		—		11,235		11,235			(2,041		)
Other assets (c)	—		—		29,609		29,609			(3,349		)
										$	(7,371	)

	Carrying value at December 31, 2015								Year Ended December 31, 2015
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—first mortgages	$	—	$	—	$	729	$	729		$	57
Loans, net of unearned income (a)	—		—		27,026		27,026			4,087
OREO (b)	—		—		24,977		24,977			(2,868		)
Other assets (c)	—		—		24,577		24,577			(4,582		)
										$	(3,306	)

(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 loan losses. Gains in 2015 are due to recoveries of previously charged-off amounts.

(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.

176

Note 24 - Fair Value of Assets and Liabilities (Continued)

In fourth quarter 2017, FHN recognized $3.0 million and $.8 million of impairments on long-lived assets in its Corporate and Regional Banking segments, respectively, associated with efforts to more efficiently utilize its branch locations, including integration with branches acquired from CBF. In first quarter 2016, FHN’s Regional Banking segment recognized $3.7 million of impairments on long-lived assets for similar efficiency efforts. The affected branch locations represented a mixture of owned and leased sites. The fair values of owned sites were determined using estimated sales prices from appraisals less estimated costs to sell. The fair values of leased sites 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.

In third quarter 2017, FHN’s Corporate segment recognized $2.0 million of impairments on long-lived technology assets associated with the transition to expanded processing capacity that will be required upon completion of the merger with CBF. The fair values of the assets impaired were determined using a discounted cash flow approach which reflected short estimated remaining lives and considered estimated salvage values. The measurement methodologies are considered Level 3 valuations.

177

Note 24 - Fair Value of Assets and Liabilities (Continued)

Level 3 Measurements

The following tables provide information regarding the unobservable inputs utilized in determining the fair value of level 3 recurring and non-recurring measurements as of December 31, 2017 and 2016:  

(Dollars in thousands)
Level 3 Class	Fair Value at December 31, 2017		Valuation Techniques	Unobservable Input	Values Utilized
Available-for-sale- securities SBA-interest only strips	$	1,270	Discounted cash flow	Constant prepayment rate	10% - 11%
				Bond equivalent yield	17%
Loans held-for-sale - residential real estate	19,544		Discounted cash flow	Prepayment speeds - First mortgage	2% - 12%
				Prepayment speeds - HELOC	5% - 12%
				Foreclosure losses	50% - 70%
				Loss severity trends - First mortgage	5% - 30% of UPB
				Loss severity trends - HELOC	15% - 100% of UPB
Loans held-for-sale- unguaranteed interest in SBA loans	1,473		Discounted cash flow	Constant prepayment rate	8% - 12%
				Bond equivalent yield	9% - 10%
Derivative liabilities, other	5,645		Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.2 billion
				Probability of resolution scenarios	10% - 30%
				Time until resolution	18 - 48 months
Loans, net of unearned income (a)	26,666		Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 10% of appraisal
			Other collateral valuations	Borrowing base certificates adjustment	20% - 50% of gross value
				Financial Statements/Auction values adjustment	0% - 25% of reported value
OREO (b)	39,566		Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (c)	26,521		Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

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

178

Note 24 - Fair Value of Assets and Liabilities (Continued)

(Dollars in thousands)
Level 3 Class	Fair Value at December 31, 2016		Valuation Techniques	Unobservable Input	Values Utilized
Loans held-for-sale - residential real estate	$	22,562	Discounted cash flow	Prepayment speeds - First mortgage	2% - 13%
				Prepayment speeds - HELOC	3% - 15%
				Foreclosure losses	50% - 70%
				Loss severity trends - First mortgage	5% - 50% of UPB
				Loss severity trends - HELOC	15% - 100% of UPB
Derivative liabilities, other	6,245		Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.2 billion
				Probability of resolution scenarios	10% - 30%
				Time until resolution	24 - 54 months
Loans, net of unearned income (a)	31,070		Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 10% of appraisal
			Other collateral valuations	Borrowing base certificates adjustment	20% - 50% of gross value
				Financial Statements/Auction values adjustment	0% - 25% of reported value
OREO (b)	11,235		Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (c)	29,609		Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

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

Securities AFS. 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. Fair value measurements are reviewed at least quarterly by FHN’s Corporate Accounting Department.

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.

179

Note 24 - Fair Value of Assets and Liabilities (Continued)

Derivative liabilities. In conjunction with the sales of portions of its Visa Class B shares, FHN and the purchaser 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. The valuation inputs and process are discussed with senior and executive management when significant events affecting the estimate of fair value occur. Inputs are compared to information obtained from the public issuances and filings of Visa, Inc. as well as public information released by other participants in the applicable litigation matters.

Loans, net of unearned income 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. Multiple appraisal firms are utilized to ensure that estimated values are consistent between firms. This process occurs within FHN’s Credit Risk Management (commercial) and Default Servicing functions (primarily consumer). The Credit Risk Management Committee reviews dispositions and additions of OREO annually. Back testing is performed during the year through comparison to ultimate disposition values. 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. The estimated fair value of tax credit investments accounted for under the equity method is generally determined in relation to the yield (i.e., future tax credits to be received) an acquirer of these investments would expect in relation to the yields experienced on current new issue and/or secondary market transactions. Thus, as tax credits are recognized, the future yield to a market participant is reduced, resulting in consistent impairment of the individual investments. Individual investments are reviewed for impairment quarterly, which may include the consideration of additional marketability discounts related to specific investments which typically includes consideration of the underlying property’s appraised value. Unusual valuation adjustments and the associated triggering events are discussed with senior and executive management when appropriate. A portfolio review is conducted annually, with the assistance of a third party, to assess the reasonableness of current valuations.

Fair Value Option

FHN has elected the fair value option on a prospective basis for almost all types of mortgage loans originated for sale purposes under the Financial Instruments Topic (“ASC 825”) except for mortgage origination operations 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 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 tables reflect 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.

180

Note 24 - Fair Value of Assets and Liabilities (Continued)

	December 31, 2017
(Dollars in thousands)	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	$	20,881	$	29,755	$	(8,874	)
Nonaccrual loans	5,783		10,881		(5,098		)
Loans 90 days or more past due and still accruing	—		—		—
	December 31, 2016
(Dollars in thousands)	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	$	24,269	$	35,262	$	(10,993	)
Nonaccrual loans	6,775		12,910		(6,135		)
Loans 90 days or more past due and still accruing	211		331		(120		)

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:

	Year Ended December 31
(Dollars in thousands)	2017		2016		2015
Changes in fair value included in net income:
Mortgage banking noninterest income
Loans held-for-sale	$	1,547	$	3,380	$	2,765

For the years endedDecember 31, 2017, 2016 and 2015, the amounts for residential real estate loans held-for-sale included gains of $.5 million, $1.5 million and $.4 million, respectively, in pretax 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.

FHN has elected to account for retained interest-only strips from guaranteed SBA loans recorded in available-for-sale securities at fair value through earnings. Since these securities are subject to the risk that prepayments may result in FHN not recovering all or a portion of its recorded investment, the fair value election results in a more timely recognition of the effects of estimated prepayments through earnings rather than being recognized through other comprehensive income with periodic review for other-than-temporary impairment. Gains or losses are recognized through fixed income revenues and are presented in the recurring measurements table.

Determination of Fair Value

In accordance with ASC 820-10-35, 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 Statements of Condition and for estimating the fair value of financial instruments for which fair value is disclosed under ASC 825-10-50.

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.

181

Note 24 - Fair Value of Assets and Liabilities (Continued)

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, LIBOR and U.S. treasury curves, 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 also include retained interests in prior mortgage securitizations that qualify as financial assets, which include primarily principal-only strips. FHN uses inputs including yield curves, credit spreads, and prepayment speeds to determine the fair value of principal-only strips.

Securities available-for-sale. Securities available-for-sale includes the investment portfolio accounted for as available-for-sale under ASC 320-10-25, federal bank stock holdings, and investments in mutual funds. Valuations of available-for-sale securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include LIBOR and U.S. treasury curves, consensus prepayment estimates, and credit spreads. When available, broker quotes are used to support these valuations.

Investments in the stock of the Federal Reserve Bank and Federal Home Loan Banks are recognized at historical cost in the Consolidated Statements of Condition 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. Cost method investments are valued at historical cost less any recorded impairment due to the illiquid nature of these investments.

Interest only strips are valued at elected 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 the Company 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 held-to-maturity. Securities held-to-maturity reflects debt securities for which management has the positive intent and ability to hold to maturity. To the extent possible, valuations of held-to-maturity securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include LIBOR and U.S. treasury curves and credit spreads. Debt securities with limited trading activity are valued using a discounted cash flow model that incorporates a combination of observable and unobservable inputs. Primary observable inputs include contractual cash flows, the treasury curve and credit spreads from similar instruments. Significant unobservable inputs include estimated credit spreads for individual issuers and instruments as well as prepayment speeds, as applicable.

Loans held-for-sale. Residential real estate loans held-for-sale are valued 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. For all other loans FHN determines the fair value of residential real estate loans held-for-sale using a discounted cash flow model which incorporates both observable and unobservable inputs. Inputs 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 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.

The Company utilizes quoted market prices of similar instruments or broker and dealer quotations to value the SBA and USDA guaranteed loans. The Company 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

182

Note 24 - Fair Value of Assets and Liabilities (Continued)

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.

Loans, net of unearned income. Loans, net of unearned income are recognized at the amount of funds advanced, less charge-offs and an estimation of credit risk represented by the allowance for loan losses. The fair value estimates for disclosure purposes differentiate loans based on their financial characteristics, such as product classification, vintage, loan category, pricing features, and remaining maturity.

The fair value of floating rate loans is estimated through comparison to recent market activity in loans of similar product types, with adjustments made for differences in loan characteristics. In situations where market pricing inputs are not available, fair value is considered to approximate book value due to the monthly repricing for commercial and consumer loans, with the exception of floating rate 1-4 family residential mortgage loans which reprice annually and will lag movements in market rates. The fair value for floating rate 1-4 family mortgage loans is calculated by discounting future cash flows to their present value. Future cash flows are discounted to their present value by using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same time period. Prepayment assumptions based on historical prepayment speeds and industry speeds for similar loans have been applied to the floating rate 1-4 family residential mortgage portfolio.

The fair value of fixed rate loans is estimated through comparison to recent market activity in loans of similar product types, with adjustments made for differences in loan characteristics. In situations where market pricing inputs are not available, fair value is estimated by discounting future cash flows to their present value. Future cash flows are discounted to their present value by using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same time period. Prepayment assumptions based on historical prepayment speeds and industry speeds for similar loans have been applied to the fixed rate mortgage and installment loan portfolios.

For all loan portfolio classes, adjustments are made to reflect liquidity or illiquidity of the market. Such adjustments reflect discounts that FHN believes are consistent with what a market participant would consider in determining fair value given current market conditions.

Individually impaired loans are measured using either a discounted cash flow methodology or the estimated fair value of the underlying collateral less costs to sell, if the loan is considered collateral-dependent. In accordance with accounting standards, the discounted cash flow analysis utilizes the loan’s effective interest rate for discounting expected cash flow amounts. Thus, this analysis is not considered a fair value measurement in accordance with ASC 820. However, the results of this methodology are considered to approximate fair value for the applicable loans. Expected cash flows are derived from internally-developed inputs primarily reflecting expected default rates on contractual cash flows. 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 related swaps) are based on inputs observed in active markets for similar instruments. Typical inputs include the LIBOR curve, Overnight Indexed Swap (“OIS”) curve, option volatility, and option skew. 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 customer 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.

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

183

Note 24 - Fair Value of Assets and Liabilities (Continued)

is determined using appraised values with subsequent adjustments for deterioration in values that are not reflected in the most recent appraisal.

Nonearning assets. For disclosure purposes, nonearning financial assets include cash and due from banks, accrued interest receivable, and fixed income receivables. Due to the short-term nature of cash and due from banks, accrued interest receivable, and fixed income receivables, the fair value is approximated by the book value.

Other assets. For disclosure purposes, other assets consist of tax credit investments and deferred compensation assets that are considered financial assets. Tax credit investments accounted for under the equity method are written down to estimated fair value quarterly based on the estimated value of the associated tax credits which incorporates estimates of required yield for hypothetical investors. The fair value of all other tax credit investments is estimated using recent transaction information with adjustments for differences in individual investments. Deferred compensation assets are recognized at fair value, which is based on quoted prices in active markets.

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.

Undefined maturity deposits. In accordance with ASC 825, the fair value of these deposits is approximated by the book value. For the purpose of this disclosure, undefined maturity deposits include demand deposits, checking interest accounts, savings accounts, and money market accounts.

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.

Term borrowings. The fair value of term borrowings is based on quoted market prices or dealer quotes for the identical liability when traded as an asset. When pricing information for the identical liability is not available, relevant prices for similar debt instruments are used with adjustments being made to the prices obtained for differences in characteristics of the debt instruments. If no relevant pricing information is available, the fair value is approximated by the present value of the contractual cash flows discounted by the investor’s yield which considers FHN’s and FTBNA’s debt ratings and whether the debt is currently callable. Secured borrowings also consider the values of the associated assets and whether overcollateralization exists.

Other noninterest-bearing liabilities. For disclosure purposes, other noninterest-bearing financial liabilities include accrued interest payable and fixed income payables. Due to the short-term nature of these liabilities, the book value is considered to approximate fair value.

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, net of unearned income, loans held-for-sale, and term borrowings as of December 31, 2017 and 2016, 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 within the non-strategic segment and TRUP loans, 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 customers, 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

184

Note 24 - Fair Value of Assets and Liabilities (Continued)

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.

185

Note 24 - Fair Value of Assets and Liabilities (Continued)

The following table summarizes the book value and estimated fair value of financial instruments recorded in the Consolidated Statements of Condition as of December 31, 2017:

	December 31, 2017
	Book Value		Fair Value
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
Commercial:
Commercial, financial and industrial	$	15,959,062	$	—	$	—	$	15,990,991	$	15,990,991
Commercial real estate	4,186,268		—		—		4,215,367		4,215,367
Consumer:
Consumer real estate	6,330,384		—		—		6,320,308		6,320,308
Permanent mortgage	383,742		—		—		388,396		388,396
Credit card & other	609,918		—		—		607,955		607,955
Total loans, net of unearned income and allowance for loan losses	27,469,374		—		—		27,523,017		27,523,017
Short-term financial assets:
Interest-bearing cash	1,185,600		1,185,600		—		—		1,185,600
Federal funds sold	87,364		—		87,364		—		87,364
Securities purchased under agreements to resell	725,609		—		725,609		—		725,609
Total short-term financial assets	1,998,573		1,185,600		812,973		—		1,998,573
Trading securities (a)	1,416,345		—		1,414,194		2,151		1,416,345
Loans held-for-sale:			—
Mortgage loans	88,173		—		6,902		81,271		88,173
USDA & SBA loans	466,977		—		467,227		1,510		468,737
Other consumer loans	144,227		—		9,965		134,262		144,227
Securities available-for-sale (a) (b)	5,170,255		27,017		4,903,115		240,123		5,170,255
Securities held-to-maturity	10,000		—		—		9,901		9,901
Derivative assets (a)	81,634		10,161		71,473		—		81,634
Other assets:
Tax credit investments	119,317		—		—		112,292		112,292
Deferred compensation assets	39,822		39,822		—		—		39,822
Total other assets	159,139		39,822		—		112,292		152,114
Nonearning assets:
Cash & due from banks	639,073		639,073		—		—		639,073
Fixed income receivables	68,693		—		68,693		—		68,693
Accrued interest receivable	97,239		—		97,239		—		97,239
Total nonearning assets	805,005		639,073		165,932		—		805,005
Total assets	$	37,809,702	$	1,901,673	$	7,851,781	$	28,104,527	$	37,857,981
Liabilities:
Deposits:
Defined maturity	$	3,322,921	$	—	$	3,293,650	$	—	$	3,293,650
Undefined maturity	27,297,441		—		27,297,431		—		27,297,431
Total deposits	30,620,362		—		30,591,081		—		30,591,081
Trading liabilities (a)	638,515		—		638,515		—		638,515
Short-term financial liabilities:
Federal funds purchased	399,820		—		399,820		—		399,820
Securities sold under agreements to repurchase	656,602		—		656,602		—		656,602
Other short-term borrowings	2,626,213		—		2,626,213		—		2,626,213
Total short-term financial liabilities	3,682,635		—		3,682,635		—		3,682,635
Term borrowings:
Real estate investment trust-preferred	46,100		—		—		48,880		48,880
Term borrowings—new market tax credit investment	18,000		—		—		17,930		17,930
Secured borrowings	18,642		—		—		18,305		18,305
Junior subordinated debentures	187,281		—		—		187,281		187,281
Other long term borrowings	948,074		—		966,292		—		966,292
Total term borrowings	1,218,097		—		966,292		272,396		1,238,688
Derivative liabilities (a)	85,061		9,535		69,881		5,645		85,061
Other noninterest-bearing liabilities:
Fixed income payables	48,996		—		48,996		—		48,996
Accrued interest payable	16,270		—		16,270		—		16,270
Total other noninterest-bearing liabilities	65,266		—		65,266		—		65,266
Total liabilities	$	36,309,936	$	9,535	$	36,013,670	$	278,041	$	36,301,246

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

(b) Level 3 includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $134.6 million.

186

Note 24 - Fair Value of Assets and Liabilities (Continued)

The following table summarizes the book value and estimated fair value of financial instruments recorded in the Consolidated Statements of Condition as of December 31, 2016: 

	December 31, 2016
	Book Value		Fair Value
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
Commercial:
Commercial, financial and industrial	$	12,058,689	$	—	$	—	$	11,918,374	$	11,918,374
Commercial real estate	2,101,671		—		—		2,078,306		2,078,306
Consumer:
Consumer real estate	4,473,395		—		—		4,385,669		4,385,669
Permanent mortgage	406,836		—		—		404,930		404,930
Credit card & other	346,861		—		—		347,577		347,577
Total loans, net of unearned income and allowance for loan losses	19,387,452		—		—		19,134,856		19,134,856
Short-term financial assets:
Interest-bearing cash	1,060,034		1,060,034		—		—		1,060,034
Federal funds sold	50,838		—		50,838		—		50,838
Securities purchased under agreements to resell	613,682		—		613,682		—		613,682
Total short-term financial assets	1,724,554		1,060,034		664,520		—		1,724,554
Trading securities (a)	897,071		—		894,498		2,573		897,071
Loans held-for-sale (a)	111,248		—		6,631		104,617		111,248
Securities available-for-sale (a) (b)	3,943,499		25,249		3,756,745		161,505		3,943,499
Securities held-to-maturity	14,347		—		—		14,773		14,773
Derivative assets (a)	121,654		33,587		88,067		—		121,654
Other assets:
Tax credit investments	100,105		—		—		98,400		98,400
Deferred compensation assets	32,840		32,840		—		—		32,840
Total other assets	132,945		32,840		—		98,400		131,240
Nonearning assets:
Cash & due from banks	373,274		373,274		—		—		373,274
Fixed income receivables	57,411		—		57,411		—		57,411
Accrued interest receivable	62,887		—		62,887		—		62,887
Total nonearning assets	493,572		373,274		120,298		—		493,572
Total assets	$	26,826,342	$	1,524,984	$	5,530,759	$	19,516,724	$	26,572,467
Liabilities:
Deposits:
Defined maturity	$	1,355,133	$	—	$	1,361,104	$	—	$	1,361,104
Undefined maturity	21,317,230		—		21,317,230		—		21,317,230
Total deposits	22,672,363		—		22,678,334		—		22,678,334
Trading liabilities (a)	561,848		—		561,848		—		561,848
Short-term financial liabilities:
Federal funds purchased	414,207		—		414,207		—		414,207
Securities sold under agreements to repurchase	453,053		—		453,053		—		453,053
Other short-term borrowings	83,177		—		83,177		—		83,177
Total short-term financial liabilities	950,437		—		950,437		—		950,437
Term borrowings:
Real estate investment trust-preferred	46,032		—		—		49,350		49,350
Term borrowings—new market tax credit investment	18,000		—		—		17,918		17,918
Borrowings secured by residential real estate	23,126		—		—		21,969		21,969
Other long term borrowings	953,498		—		965,066		—		965,066
Total term borrowings	1,040,656		—		965,066		89,237		1,054,303
Derivative liabilities (a)	135,897		33,274		96,378		6,245		135,897
Other noninterest-bearing liabilities:
Fixed income payables	21,002		—		21,002		—		21,002
Accrued interest payable	10,336		—		10,336		—		10,336
Total other noninterest-bearing liabilities	31,338		—		31,338		—		31,338
Total liabilities	$	25,392,539	$	33,274	$	25,283,401	$	95,482	$	25,412,157

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

(b) Level 3 includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $68.6 million.

187

Note 24 - Fair Value of Assets and Liabilities (Continued)

	Contractual Amount				Fair Value
(Dollars in thousands)	December 31, 2017		December 31, 2016		December 31, 2017		December 31, 2016
Unfunded Commitments:
Loan commitments	$	10,678,485	$	8,744,649	$	2,617	$	2,924
Standby and other commitments	420,728		277,549		5,274		4,037

188

Note 25 - Parent Company Financial Information

Following are statements of the parent company:

Statements of Condition	December 31
(Dollars in thousands)	2017			2016
Assets:
Cash	$	254,938		$	226,326
Securities available-for-sale	1,836			2,035
Notes receivable	3,067			3,209
Allowance for loan losses	(925		)	(925		)
Investments in subsidiaries:
Bank	4,618,249			2,596,582
Non-bank	22,932			23,996
Other assets	207,878			189,360
Total assets	$	5,107,975		$	3,040,583
Liabilities and equity:
Accrued employee benefits and other liabilities	$	149,124		$	141,729
Term borrowings	673,794			489,201
Total liabilities	822,918			630,930
Total equity	4,285,057			2,409,653
Total liabilities and equity	$	5,107,975		$	3,040,583

Statements of Income	Year Ended December 31
(Dollars in thousands)	2017			2016			2015
Dividend income:
Bank	$	250,000		$	250,000		$	325,000
Non-bank	1,097			1,361			1,150
Total dividend income	251,097			251,361			326,150
Interest income	—			—			—
Other income/(loss)	190			(207		)	5,884
Total income	251,287			251,154			332,034
Interest expense:
Short-term debt	—			—			6
Term borrowings	17,936			14,238			23,579
Total interest expense	17,936			14,238			23,585
Compensation, employee benefits and other expense	43,783			38,926			36,388
Total expense	61,719			53,164			59,973
Income/(loss) before income taxes	189,568			197,990			272,061
Income tax benefit	512			(22,981		)	(21,757		)
Income/(loss) before equity in undistributed net income of subsidiaries	189,056			220,971			293,818
Equity in undistributed net income/(loss) of subsidiaries:
Bank	(24,255		)	9,508			(207,831		)
Non-bank	714			(3,433		)	(108		)
Net income/(loss) attributable to the controlling interest	$	165,515		$	227,046		$	85,879

189

Note 25 - Parent Company Financial Information (Continued)

Statements of Cash Flows	Year Ended December 31
(Dollars in thousands)		2017			2016			2015
Operating activities:
Net income/(loss)	$	165,515		$	227,046		$	85,879
Less undistributed net income/(loss) of subsidiaries		(23,541	)		6,075			(207,939	)
Income/(loss) before undistributed net income of subsidiaries		189,056			220,971			293,818
Adjustments to reconcile income to net cash provided by operating activities:
Depreciation, amortization, and other		15			53			(276	)
(Gain)/loss on securities		(109	)		148			259
Provision for deferred income taxes		7,727			—			—
Stock-based compensation expense		19,625			16,719			12,810
(Gain)/loss on extinguishment of debt		—			—			(5,793	)
Net (increase)/decrease in interest receivable and other assets		8,605			(2,228	)		(4,544	)
Net (decrease)/increase in interest payable and other liabilities		13,172			(2,842	)		(5,791	)
Total adjustments		49,035			11,850			(3,335	)
Net cash provided/(used) by operating activities		238,091			232,821			290,483
Investing activities:
Securities:
Sales and prepayments		318			275			1,371
Purchases		—			(400	)		(740	)
Premises and equipment:
Sales/(purchases)		7			(17	)		14
Decrease/(increase) in interest-bearing cash		—			—			—
Return on investment in subsidiary		1,871			129			93
Investment in subsidiary		—			—			(9,372	)
Cash paid for business combination, net		(126,149	)		—			(18,251	)
Net cash provided/(used) by investing activities		(123,953	)		(13	)		(26,885	)
Financing activities:
Preferred stock:
Cash dividends		(6,200	)		(6,200	)		(6,200	)
Common stock:
Exercise of stock options		6,132			22,479			7,219
Cash dividends		(79,904	)		(63,504	)		(53,947	)
Repurchase of shares		(5,554	)		(97,396	)		(32,648	)
Term borrowings:
Proceeds from issuance of term borrowings		—			—			495,555
Repayment of term borrowings		—			—			(700,000	)
Increase/(decrease) in short-term borrowings		—			—			(3,000	)
Net cash (used)/provided by financing activities		(85,526	)		(144,621	)		(293,021	)
Net increase/(decrease) in cash and cash equivalents		28,612			88,187			(29,423	)
Cash and cash equivalents at beginning of year		226,326			138,139			167,562
Cash and cash equivalents at end of year	$	254,938		$	226,326		$	138,139
Total interest paid	$	17,321		$	13,261		$	24,345
Income taxes received from subsidiaries		23,020			27,126			32,202

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

190

CONSOLIDATED HISTORICAL STATEMENTS OF INCOME (Unaudited)

																Growth Rates
(Dollars in millions except per share data)	2017			2016			2015			2014			2013			17/16	17/13**
Interest income:
Interest and fees on loans	$	816.8		$	679.9		$	600.3		$	571.8		$	599.7		20%	8%
Interest on investment securities available-for-sale	105.0			96.7			93.6			93.2			83.8			9%	6%
Interest on investment securities held-to-maturity	0.6			0.8			0.3			0.3			—			(25)%	NM
Interest on loans held-for-sale	17.5			5.5			5.5			11.2			13.0			NM	8%
Interest on trading securities	35.0			30.8			35.1			32.0			34.6			14%	*
Interest on other earning assets	15.0			4.2			1.7			0.7			1.0			NM	97%
Total interest income	989.9			817.9			736.4			709.2			732.1			21%	8%
Interest expense:
Interest on deposits:
Savings	42.5			19.6			12.0			11.5			14.8			NM	30%
Time deposits	13.1			10.0			8.7			12.2			21.8			31%	(12)%
Other interest-bearing deposits	24.5			10.4			4.5			3.1			3.8			NM	59%
Interest on trading liabilities	15.5			15.0			16.0			15.4			13.6			3%	3%
Interest on short-term borrowings	16.0			4.7			3.2			4.7			4.7			NM	36%
Interest on term borrowings	36.0			29.1			38.4			34.6			36.3			24%	*
Total interest expense	147.6			88.8			82.7			81.5			94.7			66%	12%
Net interest income	842.3			729.1			653.7			627.7			637.4			16%	7%
Provision for loan losses	—			11.0			9.0			27.0			55.0			NM	NM
Net interest income after provision for loan losses	842.3			718.1			644.7			600.7			582.4			17%	10%
Noninterest income:
Fixed income	216.6			268.6			231.3			200.6			272.4			(19)%	(6)%
Deposit transactions and cash management	110.6			108.6			112.8			111.9			114.4			2%	(1)%
Brokerage, management fees and commissions	48.5			42.9			46.5			49.1			42.3			13%	3%
Trust services and investment management	28.4			27.7			27.6			27.8			26.5			3%	2%
Bankcard income	25.5			24.4			22.2			23.7			20.5			5%	6%
Bank-owned life insurance	15.1			14.7			14.7			16.4			16.6			3%	(2)%
Debt securities gains/(losses), net	0.5			1.5			1.8			—			(0.4		)	(67)%	NM
Equity securities gains/(losses), net	0.1			(0.1		)	(0.5		)	2.9			2.2			NM	(54)%
Gains on divestiture	—			—			—			—			0.1			NM	NM
All other income and commissions	44.9			64.2			60.7			117.7			90.0			(30)%	(16)%
Total noninterest income	490.2			552.4			517.3			550.1			584.6			(11)%	(4)%
Adjusted gross income after provision for loan losses	1,332.5			1,270.5			1,162.0			1,150.8			1,167.0			5%	3%
Noninterest expense:
Employee compensation, incentives, and benefits	589.4			562.9			511.6			478.2			529.0			5%	3%
Occupancy	54.6			50.9			51.1			54.0			50.6			7%	2%
Computer software	48.2			45.1			44.7			42.9			40.3			7%	5%
Professional fees	47.9			19.2			18.9			23.3			23.5			NM	19%
Operations services	43.8			41.9			39.3			35.2			35.2			5%	6%
Equipment rentals, depreciation, and maintenance	29.5			27.4			30.9			30.0			31.7			8%	(2)%
FDIC premium expense	26.8			21.6			18.0			11.4			20.2			24%	7%
Advertising and public relations	19.2			21.6			19.2			18.7			18.2			(11)%	1%
Communications and courier	17.6			14.3			15.8			16.1			18.0			23%	(1)%
Contract employment and outsourcing	15.0			10.1			14.5			19.4			35.9			49%	(20)%
Legal fees	12.1			21.6			16.3			20.9			29.9			(44)%	(20)%
Amortization of intangible assets	8.7			5.2			5.3			4.2			3.9			67%	22%
Repurchase and foreclosure provision/(provision credit)	(22.5		)	(32.7		)	—			(4.3		)	170.0			31%	NM
All other expense	133.2			116.3			268.2			82.5			142.1			15%	(2)%
Total noninterest expense	1,023.7			925.2			1,053.8			832.5			1,148.5			11%	(3)%
Income/(loss) before income taxes	308.9			345.3			108.3			318.2			18.4			(11)%	NM
Provision/(benefit) for income taxes	131.9			106.8			10.9			84.2			(19.4		)	24%	NM
Income/(loss) from continuing operations	177.0			238.5			97.3			234.0			37.8			(26)%	47%
Income/(loss) from discontinued operations, net of tax	—			—			—			—			0.5			NM	NM
Net income/(loss)	177.0			238.5			97.3			234.0			38.4			(26)%	47%
Net income attributable to noncontrolling interest	11.5			11.5			11.4			11.5			11.5			*	*
Net income/(loss) attributable to controlling interest	165.5			227.0			85.9			222.5			26.9			(27)%	57%
Preferred Stock Dividends	6.2			6.2			6.2			6.2			5.8			*	2%
Net income/(loss) available to common shareholders	159.3			220.8			79.7			216.3			21.1			(28)%	66%
Fully taxable equivalent adjustment	$	13.6		$	11.6		$	10.7		$	9.6		$	7.6		17%	16%
Basic earnings/(loss) per common share from continuing operations	$	0.66		$	0.95		$	0.34		$	0.92		$	0.09		(31)%	65%
Diluted earnings/(loss) per common share from continuing operations	$	0.65		$	0.94		$	0.34		$	0.91		$	0.09		(31)%	64%

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

Numbers may not add to total due to rounding.

NM- not meaningful

*Amount is less than one percent.

** Compound annual growth rate.

191

CONSOLIDATED AVERAGE BALANCE SHEET AND RELATED YIELDS AND RATES (Unaudited)

			2017
(Fully taxable equivalent)			Average			Interest Income/			Average Yields/
(Dollars in millions)			Balance			Expense			Rates
Assets:
Earning assets:
Loans, net of unearned income (a)			$	20,104.0		$	829.0		4.12	%
Loans held-for-sale			370.6			17.5			4.73
Investment securities:
	U.S. government agencies		3,824.8			98.1			2.56
	States and municipalities		1.1			0.1			9.36
	Corporates and other debt		15.0			0.8			4.98
	Other		191.8			6.7			3.49
		Total investment securities	4,032.7			105.7			2.62
Trading securities			1,195.4			36.3			3.04
Other earning assets:
	Federal funds sold		27.2			0.4			1.63
	Securities purchased under agreements to resell (b)		752.1			5.2			0.69
	Interest-bearing cash		979.0			9.4			0.96
		Total other earning assets	1,758.3			15.0			0.85
Total earning assets			27,461.0			1,003.5			3.65
Allowance for loan losses			(198.6		)
Cash and due from banks			377.9
Fixed income receivables			60.1
Premises and equipment, net			310.5
Other assets			1,913.9
Total assets/Interest income			$	29,924.8		$	1,003.5
Liabilities and shareholders' equity:
Interest-bearing liabilities:
Interest-bearing deposits:
	Consumer interest		$	9,467.5		$	19.3		0.20	%
	Commercial interest		3,187.0			20.9			0.66
	Market-indexed		3,986.1			39.9			1.00
		Total interest-bearing deposits	16,640.6			80.1			0.48
Federal funds purchased			447.1			4.7			1.06
Securities sold under agreements to repurchase			578.6			4.2			0.72
Fixed income trading liabilities			685.9			15.5			2.26
Other short-term borrowings			554.5			7.1			1.28
Term borrowings			1,077.3			36.0			3.35
Total interest-bearing liabilities			19,984.0			147.6			0.74
Noninterest-bearing deposits			6,431.5
Fixed income payables			35.3
Other liabilities			503.7
Total liabilities			26,954.5
Shareholders' equity			2,674.9
Noncontrolling interest			295.4
Total equity			2,970.3
Total liabilities and equity/Interest expense			$	29,924.8		$	147.6
Net interest income-tax equivalent basis/Yield						$	855.9		3.12	%
Fully taxable equivalent adjustment						(13.6		)
Net interest income						$	842.3
Net interest spread									2.91	%
Effect of interest-free sources used to fund earning assets									0.21
Net interest margin									3.12	%

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

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

Earning asset yields are expressed net of unearned income. Rates are expressed net of unamortized debenture cost for long-term debt. Net interest margin is computed using total net interest income.

192

2016								2015									Average		Average
Average			Interest Income/			Average Yields/		Average			Interest Income/			Average Yields/			Balance Growth		Balance Growth
Balance			Expense			Rates		Balance			Expense			Rates			17/16		17/15 (c)
$	18,303.9		$	689.9		3.77	%	$	16,624.4		$	609.4		3.67		%	10	%	10	%
124.3			5.5			4.43		128.9			5.5			4.23			NM		70	%
3,814.8			91.7			2.40		3,500.2			86.1			2.46			*		5	%
5.1			0.4			7.95		12.7			0.5			3.52			(78	)%	(71	)%
10.0			0.5			5.25		0.4			—			4.94			50	%	NM
186.5			5.0			2.67		183.7			7.5			4.08			3	%	2	%
4,016.4			97.6			2.43		3,697.0			94.1			2.54			*		4	%
1,212.9			32.3			2.66		1,294.3			36.4			2.81			(1	)%	(4	)%
23.4			0.3			1.11		27.6			0.3			1.01			16	%	(1	)%
827.6			0.5			0.06		776.3			(0.9		)	(0.12	)		(9	)%	(2	)%
671.6			3.4			0.51		907.7			2.3			0.25			46	%	4	%
1,522.6			4.2			0.28		1,711.6			1.7			0.10			15	%	1	%
25,180.1			829.5			3.29		23,456.2			747.1			3.19			9	%	8	%
(203.1		)						(221.4		)							(2	)%	(5	)%
320.5								321.6									18	%	8	%
76.5								63.1									(21	)%	(2	)%
278.0								284.0									12	%	5	%
1,775.2								1,732.5									8	%	5	%
$	27,427.2		$	829.5				$	25,636.0		$	747.1					9	%	8	%
$	8,537.3		$	11.8		0.14	%	$	8,140.3		$	12.5		0.15		%	11	%	8	%
2,812.2			10.9			0.39		2,717.4			7.3			0.27			13	%	8	%
3,788.4			17.3			0.46		2,567.2			5.4			0.21			5	%	25	%
15,137.9			40.0			0.26		13,424.9			25.2			0.19			10	%	11	%
589.2			3.1			0.52		705.1			1.8			0.26			(24	)%	(20	)%
425.5			0.3			0.08		370.1			0.2			0.06			36	%	25	%
771.0			15.0			1.95		733.2			16.0			2.18			(11	)%	(3	)%
198.4			1.3			0.7		165.0			1.1			0.67			NM		83	%
1,130.2			29.1			2.58		1,557.2			38.4			2.47			(5	)%	(17	)%
18,252.2			88.8			0.49		16,955.5			82.7			0.49			9	%	9	%
5,760.9								5,328.8									12	%	10	%
48.1								35.2									(27	)%	*
674.6								735.3									(25	)%	(17	)%
24,735.8								23,054.8									9	%	8	%
2,396.0								2,285.8									12	%	8	%
295.4								295.4									*		*
2,691.4								2,581.2									10	%	7	%
$	27,427.2		$	88.8				$	25,636.0		$	82.7					9	%	8	%
			$	740.7		2.94	%				$	664.4		2.83		%
			(11.6		)						(10.7		)
			$	729.1							$	653.7
						2.80	%							2.70		%
						0.14								0.13
						2.94	%							2.83		%

NM - Not meaningful

* Amount is less than one percent.

(a) Includes loans on nonaccrual status.

(b) Yield in 2015 driven by negative market rates on reverse repurchase agreements.

(c) Compound annual growth rate.

193

Total Shareholder Return Performance Graph

Notwithstanding anything to the contrary set forth in any of our previous filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, that might incorporate future filings by reference, including this annual report in whole or in part, the following Total Shareholder Return Performance Graph shall not be incorporated by reference into any such filings.

The following graph compares the yearly percentage change in our cumulative total shareholder return with returns based on the Standards and Poor's 500 and Keefe, Bruyette & Woods Regional Bank Indices.

Source: Bloomberg

The preceding graph assumes $100 is invested on December 31, 2012 and dividends are reinvested. Returns are market-capitalization weighted.

194

EX-21

Exhibit 21

SUBSIDIARIES

The following are lists of consolidated subsidiaries of First Horizon National Corporation (“FHNC”) and of First Tennessee Bank National Association (“FTBNA”) at December 31, 2017. Each consolidated subsidiary is 100% owned by FHNC directly or indirectly, except as described below in note (1) to the FHNC table and note (2) to the FTBNA table, and all are included in the Consolidated Financial Statements.

DIRECTLY OWNED CONSOLIDATED SUBSIDIARIES OF FHNC

Entity	Type of Ownership by FHNC	Jurisdiction of Incorporation or Organization
First Tennessee Bank National Association (1)	Direct	United States
CB Trustee, LLC	Direct	North Carolina
First Horizon Merger Sub, LLC	Direct	Tennessee
First Tennessee Community Development Fund, LLC	Direct	Tennessee
Martin & Company, Inc.	Direct	Tennessee

(1) At December 31, 2017, 300,000 shares of non-voting preferred stock issued by this subsidiary are outstanding and are not owned by FHNC. That preferred stock has an aggregate liquidation preference amount of $300,000,000 and is not participating with the common stock in the event of liquidation. At December 31, 2017, this subsidiary and its divisions did business in certain jurisdictions under the following names: First Tennessee Bank, Capital Bank, First Horizon, First Horizon Bank, First Horizon Home Loans, First Horizon Equity Lending, First Tennessee Home Loans, FTN Financial Capital Markets, FTN Financial Portfolio Advisors, FTN Financial Municipal Advisors and FTB Advisors.

CONSOLIDATED SUBSIDIARIES OF FTBNA

Subsidiary of FTBNA	Type of Ownership by FTBNA	Jurisdiction of Incorporation or Organization
C1 Trustee, Inc.	Direct	North Carolina
Capital Auto Finance Co.	Direct	Tennessee
Capital Financial Leasing, LLC	Direct	Delaware
CBSA Legacy, LLC (1)	Direct	North Carolina
FBSA 1, LLC (1)	Direct	Florida
FBSA 2, LLC (1)	Direct	Florida
First Horizon ABS Trust 2006 – HE1 (2)	Direct	Delaware
First Horizon Asset Securities, Inc.	Direct	Delaware
First Horizon Community Development Enterprises, LLC	Direct	Tennessee
First Horizon CDE 1, LLC	Direct	Tennessee

1

First Horizon CDE 2, LLC	Direct	Tennessee
First Horizon CDE 3, LLC	Direct	Tennessee
First Horizon Insurance Agency, Inc. (1)	Direct	Georgia
First Horizon Insurance Services, Inc.	Direct	Tennessee
First Tennessee Housing Corporation	Direct	Tennessee
CC Community Development Holdings, Inc.	Indirect	Tennessee
First Tennessee New Markets Corporation	Direct	Tennessee
Vivarium Investment Fund, LLC	Indirect	Delaware
SR Memphis Investment Fund, LLC	Indirect	Delaware
FT Building, LLC	Direct	Tennessee
FT Leasing, Inc.	Direct	Tennessee
FTB Advisors, Inc.	Direct	Tennessee
FTB Advisors Insurance Services, Inc.	Direct	Tennessee
FTN Financial Main Street Advisors, LLC	Direct	Nevada
FTN Financial Capital Assets Corporation	Direct	Tennessee
FTN Financial Securities Corp.	Direct	Tennessee
FTRE Holding, LLC	Direct	Delaware
FTB Securities Investment I, LLC	Indirect	Delaware
First Horizon Preferred Funding IV, Inc.	Indirect	Maryland
FTB Securities Investment II, LLC	Indirect	Delaware
First Horizon Preferred Funding III, Inc.	Indirect	Delaware
First Horizon Preferred Funding II, Inc.	Indirect	Delaware
FT Real Estate Securities Company, Inc.	Indirect	Delaware
First Horizon Preferred Funding, Inc.	Indirect	Delaware
Hickory Venture Capital Corporation	Direct	Alabama
JPO, Inc.	Direct	Tennessee
MBSA 1, LLC (1)	Direct	Florida
North Carolina Title Center, LLC (3)	Direct	North Carolina
Orion Real Estate, LLC (1)	Direct	North Carolina
Southern Community, LLC (1)	Direct	North Carolina
Special Acquisitions Holdings, Inc. (1)	Direct	Florida
Special Acquisitions, Inc. (1)	Direct	Florida
Special Acquisitions II, Inc. (1)	Direct	Florida
Special Acquisitions III, Inc. (1)	Direct	Florida
Special Acquisitions IV, Inc. (1)	Direct	Florida
Special Acquisitions VII, Inc. (1)	Direct	Florida
Special Acquisitions VIII, Inc. (1)	Direct	Florida
Superior Financial Services, Inc.	Direct	Tennessee
PODS Ventures LLC (1)	Direct	North Carolina

(1)	Inactive at December 31, 2017.
(2)	Consolidated subsidiary is not wholly-owned directly or indirectly by FHNC at December 31, 2017. First Horizon ABS Trust 2006 – HE1 is a trust to which FTBNA transferred certain assets. That trust issued debt securities secured by those assets.  FTBNA retains certain rights as transferor.
(3)	Not wholly-owned; FTBNA owns a minority interest in this consolidated subsidiary.

2

SELECTED NON-CONSOLIDATED ENTITIES

The following are selected entities affiliated with FHNC and FTBNA which were not consolidated with FHNC or FTBNA at December 31, 2017.

Name	Jurisdiction of Incorporation or Organization
Capital Bank Statutory Trust I	Connecticut
Capital Bank Statutory Trust II	Delaware
Capital Bank Statutory Trust III	Connecticut
Catawba Valley Capital Trust II	Delaware
Civitas Statutory Trust I	Delaware
Cumberland Capital Statutory Trust II	Connecticut
FNB United Statutory Trust I	Connecticut
FNB United Statutory Trust II	Delaware
GreenBank Capital Trust I	Delaware
Greene County Capital Trust I	Delaware
Greene County Capital Trust II	Delaware
Southern Community Capital Trust III	Delaware
TIBFL Statutory Trust II	Connecticut
TIBFL Statutory Trust III	Delaware
VCS Management, LLC	North Carolina

3

EX-23

Exhibit 23

Consent of Independent Registered Public Accounting Firm

The Board of Directors
First Horizon National Corporation:

We consent to the incorporation by reference in registration statement No. 333-209126 on Form S-3, registration statement No. 333-219052 on Form S-4 (including post-effective amendment No. 1 thereto on Form S-8), and registration statements Nos. 33-57241, 333-16225, 333-16227, 333-70075, 333-91137, 333-92145, 333-56052, 333-73440, 333-73442, 333-108738, 333-108750, 333-109862, 333-123404, 333-124297, 333-124299, 333-133635, 333-156614, 333-166818, 333-181162, 333-211120, and 333-212850 on Forms S-8 of First Horizon National Corporation of our reports dated February 28, 2018, with respect to the consolidated statements of condition of First Horizon National Corporation as of December 31, 2017 and 2016, and the related consolidated statements of income, comprehensive income, equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes (collectively, the “consolidated financial statements”) and the effectiveness of internal control over financial reporting as of December 31, 2017, which reports appear in the December 31, 2017 annual report on Form 10-K of First Horizon National Corporation.

On November 30, 2017, First Horizon National Corporation acquired Capital Bank Financial Corp. (“CBF”) and its subsidiaries, including Capital Bank Corporation, by merger. CBF represented approximately 20% of consolidated total assets as of December 31, 2017 and 5% of income before income taxes for the year then ended. As permitted by the Securities and Exchange Commission, management elected to exclude CBF from its assessment of internal control over financial reporting as of December 31, 2017. Our audit of internal control over financial reporting of First Horizon National Corporation also excluded an evaluation of the internal control over financial reporting of Capital Bank Financial Corp.

/s/ KPMG LLP
Memphis, Tennessee
February 28, 2018

EX-24

Exhibit 24

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below does hereby constitute and appoint WILLIAM C. LOSCH III, JEFF L. FLEMING, CLYDE A. BILLINGS, JR., and DANE P. SMITH, jointly and each of them severally, his or her true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for him or her and in his or her name, place, and stead, in any and all capacities, to execute and sign the Annual Report on Form 10-K for the fiscal year ended December 31, 2017 to be filed with the Securities and Exchange Commission (the “SEC”) pursuant to the provisions of the Securities Exchange Act of 1934 by First Horizon National Corporation and, further, to execute and sign any and all amendments thereto and to file the same, with all exhibits thereto and other documents in connection therewith, with the SEC, granting unto said attorneys-in-fact and agents, and each of them, or their or his or her substitute or substitutes, full power and authority to do and perform each and every act and thing requisite or necessary to be done in and about the premises, as fully to all intents and purposes as the undersigned might or could do in person, hereby ratifying and confirming all the acts that said attorneys-in-fact and agents, or any of them, or their or his or her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

Signature	Title	Date
/s/ D. Bryan Jordan ______________________________ D. Bryan Jordan	Chairman of the Board, President, and Chief Executive Officer and Director (principal executive officer)	February 28, 2018
/s/ William C. Losch III ______________________________ William C. Losch III	Executive Vice President and Chief Financial Officer (principal financial officer)	February 28, 2018
/s/ Jeff L. Fleming __________________________ Jeff L. Fleming	Executive Vice President and Chief Accounting Officer (principal accounting officer)	February 28, 2018
/s/ John C. Compton __________________________ John C. Compton	Director	February 28, 2018
/s/ Mark A. Emkes __________________________ Mark A. Emkes	Director	February 28, 2018
/s/ Peter N. Foss __________________________ Peter N. Foss	Director	February 28, 2018

1 of 2

Signature	Title	Date
/s/ Corydon J. Gilchrist __________________________________ Corydon J. Gilchrist	Director	February 28, 2018
/s/ Scott M. Niswonger __________________________________ Scott M. Niswonger	Director	February 28, 2018
/s/ Vicki R. Palmer __________________________________ Vicki R. Palmer	Director	February 28, 2018
/s/ Colin V. Reed __________________________________ Colin V. Reed	Director	February 28, 2018
/s/ Cecelia D. Stewart __________________________________ Cecelia D. Stewart	Director	February 28, 2018
/s/ Rajesh Subramaniam __________________________________ Rajesh Subramaniam	Director	February 28, 2018
/s/ R. Eugene Taylor __________________________________ R. Eugene Taylor	Director	February 28, 2018
/s/ Luke Yancy III __________________________________ Luke Yancy III	Director	February 28, 2018

2

EX-31.(A)

Exhibit 31(a)

FIRST HORIZON NATIONAL CORPORATION

RULE 13a-14(a) CERTIFICATIONS OF CEO

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(ANNUAL REPORT)

CERTIFICATIONS

I, D. Bryan Jordan, certify that:

1.	I have reviewed this annual report on Form 10-K of First Horizon National 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:  February 28, 2018

/s/ D. Bryan Jordan                    

D. Bryan Jordan

Chairman of the Board, President and Chief Executive Officer

EX-31.(B)

Exhibit 31(b)

FIRST HORIZON NATIONAL CORPORATION

RULE 13a-14(a) CERTIFICATIONS OF CFO

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(ANNUAL REPORT)

CERTIFICATIONS

I, William C. Losch III, certify that:

1.	I have reviewed this annual report on Form 10-K of First Horizon National 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:  February 28, 2018

/s/ William C. Losch III                  

William C. Losch III

Executive Vice President and Chief Financial Officer

EX-32.(A)

Exhibit 32(a)

CERTIFICATION OF PERIODIC REPORT

18 USC 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 National 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 Annual Report on Form 10-K for the year ended December 31, 2017, (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.

Dated:  February 28, 2018

/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 USC 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 William C. Losch III, Executive Vice President and Chief Financial Officer of First Horizon National 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 Annual Report on Form 10-K for the year ended December 31, 2017, (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.

Dated:  February 28, 2018

/s/ William C. Losch III                  

William C. Losch III

Executive Vice President and Chief Financial Officer

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Document And Entity Information - USD ($) $ in Billions	12 Months Ended
	Dec. 31, 2017	Jan. 31, 2018	Jun. 30, 2017
Document And Entity Information [Abstract]
Entity Registrant Name	FIRST HORIZON NATIONAL CORP
Entity Central Index Key	0000036966
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Common Stock, Shares Outstanding (shares)		326,833,403
Trading Symbol	FHN
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 4.0

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CONSOLIDATED STATEMENTS OF CONDITION - USD ($) $ in Thousands		Dec. 31, 2017	Dec. 31, 2016
Assets:
Cash and due from banks		$ 639,073	$ 373,274
Federal funds sold		87,364	50,838
Securities purchased under agreements to resell (Note 23)		725,609	613,682
Total cash and cash equivalents		1,452,046	1,037,794
Interest-bearing cash		1,185,600	1,060,034
Trading securities		1,416,345	897,071
Loans held-for-sale	[1]	699,377	111,248
Securities available-for-sale (Note 3)		5,170,255	3,943,499
Securities held-to-maturity (Note 3)		10,000	14,347
Loans, net of unearned income	[2]	27,658,929	19,589,520
Less: Allowance for loan losses		189,555	202,068
Total net loans		27,469,374	19,387,452
Goodwill (Note 7)		1,386,853	191,371
Other intangible assets, net (Note 7)		184,389	21,017
Fixed income receivables		68,693	57,411
Premises and equipment, net (December 31, 2017 and 2016 include $53.2 million and $5.8 million, respectively, classified as held-for-sale) (Note 6)		532,251	289,385
Other real estate owned (OREO)	[3]	43,382	16,237
Derivative assets (Note 22)		81,634	121,654
Other assets		1,723,189	1,406,711
Total assets		41,423,388	28,555,231
Deposits:
Savings (December 31, 2017 includes $22.6 million classified as held-for-sale)		10,872,665	9,428,197
Time deposits net (December 31, 2017 includes $8.0 million classified as held-for-sale)(Note 8)		3,322,921	1,355,133
Other interest-bearing deposits		8,401,773	5,948,439
Interest-bearing		22,597,359	16,731,769
Noninterest-bearing (December 31, 2017 includes $4.8 million classified as held-for-sale)		8,023,003	5,940,594
Total deposits		30,620,362	22,672,363
Federal funds purchased (Note 9)		399,820	414,207
Securities sold under agreements to repurchase (Note 9 and Note 23)		656,602	453,053
Trading liabilities (Note 9)		638,515	561,848
Other short-term borrowings (Note 9)		2,626,213	83,177
Term borrowings (Note 10)		1,218,097	1,040,656
Fixed income payables		48,996	21,002
Derivative liabilities (Note 22)		85,061	135,897
Other liabilities		549,234	467,944
Total liabilities		36,842,900	25,850,147
First Horizon National Corporation Shareholders’ Equity:
Preferred stock - Series A, non-cumulative perpetual, no par value, liquidation preference of $100,000 per share - (shares authorized - 1,000; shares issued - 1,000 on December 31, 2017 and 2016) (Note 11)		95,624	95,624
Common stock - $.625 par value (shares authorized - 400,000,000; shares issued - 326,736,214 on December 31, 2017 and 233,623,686 on December 31, 2016)		204,211	146,015
Capital surplus		3,147,613	1,386,636
Undivided profits		1,160,434	1,029,032
Accumulated other comprehensive loss, net (Note 14)		(322,825)	(247,654)
Total First Horizon National Corporation Shareholders’ Equity		4,285,057	2,409,653
Noncontrolling interest (Note 11)		295,431	295,431
Total equity		4,580,488	2,705,084
Total liabilities and equity		$ 41,423,388	$ 28,555,231

[1] December 31, 2017 and 2016 include $11.7 million and $19.3 million, respectively, of held-for-sale consumer mortgage loans secured by residential real estate in process of foreclosure.

[2] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

[3] December 31, 2017 and 2016 include $6.3 million and $8.1 million, respectively, of foreclosed residential real estate.

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CONSOLIDATED STATEMENTS OF CONDITION (Parenthetical) - USD ($) $ in Thousands		Dec. 31, 2017	Dec. 31, 2016
Assets held-for-sale, not part of disposal group		$ 53,195	$ 5,832
Liquidation preference per share (in dollars per share)		$ 100,000	$ 100,000
Preferred stock, shares authorized (shares)		1,000	1,000
Preferred stock, shares issued (shares)		1,000	1,000
Common stock, par value (in dollars per share)		$ 0.625	$ 0.625
Common stock, shares authorized (shares)		400,000,000	400,000,000
Common stock, shares issued (shares)		326,736,214	233,623,686
Other real estate owned (OREO)	[1]	$ 43,382	$ 16,237
Residential Real Estate
Mortgage loans in process of foreclosure, amount		22,700	28,500
Other real estate owned (OREO)		6,300	8,100
Residential Real Estate | Loans Held For Sale
Mortgage loans in process of foreclosure, amount		11,700	19,300
Property, Plant and Equipment
Assets held-for-sale, not part of disposal group		53,200	$ 5,800
Savings Deposits
Liabilities held-for-sale, not part of disposal group		22,600
Bank Time Deposits
Liabilities held-for-sale, not part of disposal group		8,000
Noninterest-bearing Deposits
Liabilities held-for-sale, not part of disposal group		$ 4,800

[1] December 31, 2017 and 2016 include $6.3 million and $8.1 million, respectively, of foreclosed residential real estate.

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CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Interest income:
Interest and fees on loans	$ 816,806	$ 679,917	$ 600,313
Interest on investment securities available-for-sale	105,019	96,671	93,626
Interest on investment securities held-to-maturity	591	789	283
Interest on loans held-for-sale	17,517	5,506	5,457
Interest on trading securities	34,991	30,779	35,074
Interest on other earning assets	15,006	4,247	1,652
Total interest income	989,930	817,909	736,405
Interest on deposits:
Savings	42,519	19,608	11,992
Time deposits	13,111	10,021	8,667
Other interest-bearing deposits	24,481	10,357	4,491
Interest on trading liabilities	15,468	15,000	15,976
Interest on short-term borrowings	16,000	4,736	3,172
Interest on term borrowings	36,037	29,103	38,387
Total interest expense	147,616	88,825	82,685
Net interest income	842,314	729,084	653,720
Provision/(provision credit) for loan losses	0	11,000	9,000
Net interest income after provision/(provision credit) for loan losses	842,314	718,084	644,720
Noninterest income:
Fixed income	216,625	268,561	231,337
Deposit transactions and cash management	110,592	108,553	112,843
Brokerage, management fees and commissions	48,514	42,911	46,496
Trust services and investment management	28,420	27,727	27,577
Bankcard income	25,467	24,430	22,238
Bank-owned life insurance	15,124	14,687	14,726
Debt securities gains/(losses), net (Note 3 and Note 14)	483	1,485	1,836
Equity securities gains/(losses), net (Note 3)	109	(144)	(458)
All other income and commissions (Note 13)	44,885	64,231	60,730
Total noninterest income	490,219	552,441	517,325
Adjusted gross income after provision/(provision credit) for loan losses	1,332,533	1,270,525	1,162,045
Noninterest expense:
Employee compensation, incentives, and benefits	589,411	562,948	511,633
Occupancy	54,646	50,880	51,117
Computer software	48,234	45,122	44,724
Professional fees	47,929	19,169	18,922
Operations services	43,823	41,852	39,261
Equipment rentals, depreciation, and maintenance	29,543	27,385	30,864
FDIC premium expense	26,818	21,585	18,027
Advertising and public relations	19,214	21,612	19,187
Communications and courier	17,624	14,265	15,820
Contract employment and outsourcing	14,954	10,061	14,494
Legal fees	12,076	21,558	16,287
Amortization of intangible assets	8,728	5,198	5,253
Repurchase and foreclosure provision/(provision credit)	(22,527)	(32,722)	0
All other expense (Note 13)	133,188	116,291	268,202
Total noninterest expense	1,023,661	925,204	1,053,791
Income/(loss) before income taxes	308,872	345,321	108,254
Provision/(benefit) for income taxes (Note 15)	131,892	106,810	10,941
Net income/(loss)	176,980	238,511	97,313
Net income attributable to noncontrolling interest	11,465	11,465	11,434
Net income/(loss) attributable to controlling interest	165,515	227,046	85,879
Preferred stock dividends	6,200	6,200	6,200
Net income/(loss) available to common shareholders	$ 159,315	$ 220,846	$ 79,679
Basic earnings/(loss) per share (Note 16) (in dollars per share)	$ 0.66	$ 0.95	$ 0.34
Diluted earnings/(loss) per share (Note 16) (in dollars per share)	$ 0.65	$ 0.94	$ 0.34
Weighted average common shares (Note 16) (shares)	241,436	232,700	234,189
Diluted average common shares (Note 16) (shares)	244,453	235,292	236,266
Cash dividends declared per common share (in dollars per share)	$ 0.36	$ 0.28	$ 0.24

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Statements of Comprehensive Income/(loss)
Net income/(loss)	$ 176,980	$ 238,511	$ 97,313
Other comprehensive income/(loss), net of tax:
Net unrealized gains/(losses) on securities available-for-sale	(4,765)	(20,626)	(15,187)
Net unrealized gains/(losses) on cash flow hedges	(5,101)	(1,265)	0
Net unrealized gains/(losses) on pension and other postretirement plans	(7,759)	(11,571)	(10,759)
Other comprehensive income/(loss)	(17,625)	(33,462)	(25,946)
Comprehensive income/(loss)	159,355	205,049	71,367
Comprehensive income attributable to noncontrolling interest	11,465	11,465	11,434
Comprehensive income attributable to controlling interest	147,890	193,584	59,933
Income tax expense/(benefit) of items included in Other comprehensive income:
Net unrealized gains/(losses) on securities available-for-sale	(2,955)	(12,810)	(9,445)
Net unrealized gains/(losses) on cash flow hedges	(3,163)	(780)	0
Net unrealized gains/(losses) on pension and other postretirement plans	$ (832)	$ (7,172)	$ (6,689)

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CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Thousands, $ in Thousands		Total	Preferred Stock	Common Stock	Capital Surplus	Undivided Profits	Accumulated Other Comprehensive Income/(Loss)	[1]	Noncontrolling Interest
Beginning balance (shares) at Dec. 31, 2014				234,220
Beginning balance at Dec. 31, 2014		$ 2,581,590	$ 95,624	$ 146,387	$ 1,380,809	$ 851,585	$ (188,246)		$ 295,431
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income/(loss)		97,313				85,879			11,434
Other comprehensive income/(loss):		(25,946)					(25,946)
Comprehensive income/(loss)		71,367				85,879	(25,946)		11,434
Cash dividends declared:
Preferred stock		(6,200)				(6,200)
Common stock		(56,961)				(56,961)
Common stock repurchased (shares)	[2]			(2,277)
Common stock repurchased	[2]	(32,648)		$ (1,423)	(31,225)
Common stock issued for:
Stock options and restricted stock - equity awards (shares)				1,550
Stock options and restricted stock - equity awards		6,929		$ 969	5,960
Equity issued for acquisition (shares)				5,094
Equity issued for acquisition		72,791		$ 3,184	69,607
Tax benefit/(benefit reversal) - stock based compensation expense		356			356
Stock-based compensation expense		13,796			13,796
Dividends declared - noncontrolling interest of subsidiary preferred stock		(11,434)							(11,434)
Ending balance (shares) at Dec. 31, 2015				238,587
Ending balance at Dec. 31, 2015		2,639,586	95,624	$ 149,117	1,439,303	874,303	(214,192)		295,431
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income/(loss)		238,511				227,046			11,465
Other comprehensive income/(loss):		(33,462)					(33,462)
Comprehensive income/(loss)		205,049				227,046	(33,462)		11,465
Cash dividends declared:
Preferred stock		(6,200)				(6,200)
Common stock		(66,160)				(66,160)
Common stock repurchased (shares)	[2]			(7,653)
Common stock repurchased	[2]	(97,396)		$ (4,783)	(92,613)
Common stock issued for:
Stock options and restricted stock - equity awards (shares)				2,690
Stock options and restricted stock - equity awards		22,521		$ 1,681	20,840
Tax benefit/(benefit reversal) - stock based compensation expense		1,613			1,613
Stock-based compensation expense		17,536			17,536
Dividends declared - noncontrolling interest of subsidiary preferred stock		(11,465)							(11,465)
Other					(43)	43
Ending balance (shares) at Dec. 31, 2016				233,624
Ending balance at Dec. 31, 2016		2,705,084	95,624	$ 146,015	1,386,636	1,029,032	(247,654)		295,431
Ending balance, as adjusted at Dec. 31, 2016		2,705,084	95,624	$ 146,015	1,386,866	1,028,802	(247,654)		295,431
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Adjustment to reflect adoption of ASU 2018-02					230	(230)
Net income/(loss)		176,980				165,515			11,465
Other comprehensive income/(loss):		(17,625)					(17,625)
Comprehensive income/(loss)		159,355				165,515	(17,625)		11,465
Cash dividends declared:
Preferred stock		(6,200)				(6,200)
Common stock		(85,174)				(85,174)
Common stock repurchased (shares)				(297)
Common stock repurchased		(5,554)		$ (185)	(5,369)
Common stock issued for:
Stock options and restricted stock - equity awards (shares)				1,107
Stock options and restricted stock - equity awards		6,092		$ 692	5,400
Equity issued for acquisition (shares)				92,302
Equity issued for acquisition		1,797,723		$ 57,689	1,740,034
Stock-based compensation expense		20,627			20,627
Dividends declared - noncontrolling interest of subsidiary preferred stock		(11,465)							(11,465)
Other					55	(55)
Ending balance (shares) at Dec. 31, 2017				326,736
Ending balance at Dec. 31, 2017		4,580,488	95,624	$ 204,211	3,147,613	1,102,888	(265,279)		295,431
Ending balance, as adjusted at Dec. 31, 2017		$ 4,580,488	$ 95,624	$ 204,211	$ 3,147,613	1,160,434	(322,825)		$ 295,431
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Adjustment to reflect adoption of ASU 2018-02						$ 57,546	$ (57,546)

[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] 2016 and 2015 include $93.5 million and $28.4 million, respectfully, repurchased under share repurchase programs.

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CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016		Dec. 31, 2015
Equity, Class of Treasury Stock [Line Items]
Common stock - cash dividends declared per share (in dollars per share)	$ 0.36	$ 0.28		$ 0.24
Preferred stock - cash dividends declared per share (in dollars per share)	$ 6,200	$ 6,200		$ 6,200
Common stock repurchased under share repurchase program	$ 5,554	$ 97,396	[1]	$ 32,648	[1]
Stock Repurchase Authorization
Equity, Class of Treasury Stock [Line Items]
Common stock repurchased under share repurchase program		$ 93,500		$ 28,400

[1] 2016 and 2015 include $93.5 million and $28.4 million, respectfully, repurchased under share repurchase programs.

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Operating Activities
Net income/(loss)		$ 176,980	$ 238,511	$ 97,313
Adjustments to reconcile net income/(loss) to net cash provided/(used) by operating activities:
Provision/(provision credit) for loan losses		0	11,000	9,000
Provision/(benefit) for deferred income taxes		121,001	79,604	24,196
Depreciation and amortization of premises and equipment		34,703	32,387	35,780
Amortization of intangible assets		8,728	5,198	5,253
Net other amortization and accretion		27,493	27,088	19,710
Net (increase)/decrease in derivatives		(26,662)	1,886	(6,617)
Fair value adjustment on interest-only strips		(1,021)	0	0
Repurchase and foreclosure provision/(provision credit)		(20,000)	(31,400)	0
(Gains)/losses and write-downs on OREO, net		(61)	8	1,258
Litigation and regulatory matters		40,250	13,400	15,118
Stock-based compensation expense		20,627	17,536	13,796
Equity securities (gains)/losses, net		(109)	144	458
Debt securities (gains)/losses, net		(483)	(1,485)	(1,836)
(Gain)/loss on extinguishment of debt		14,329	0	(5,793)
Net (gains)/losses on sale/disposal of fixed assets		6,657	3,447	454
Qualified pension plan contributions		(5,100)	(165,000)	0
Loans held-for-sale:
Purchases and originations		(2,001,708)	(165,887)	(9,731)
Gross proceeds from settlements and sales		1,780,047	181,136	25,587
(Gain)/loss due to fair value adjustments and other		(6,624)	(155)	(913)
Net (increase)/decrease in:
Trading securities		(381,057)	(18,050)	311,210
Fixed income receivables		(11,282)	6,249	(21,172)
Interest receivable		(34,352)	1,627	4,804
Other assets		243,057	(7,191)	(78,824)
Net increase/(decrease) in:
Trading liabilities		76,667	(4,171)	(28,295)
Fixed income payables		(68,495)	(2,070)	4,915
Interest payable		5,934	(4,535)	(9,124)
Other liabilities		(16,877)	(36,546)	(39,153)
Total adjustments		(194,338)	(55,780)	270,081
Net cash provided/(used) by operating activities		(17,358)	182,731	367,394
Available-for-sale securities:
Sales		936,958	444,222	69,650
Maturities		583,014	736,956	664,335
Purchases		(1,558,990)	(1,239,912)	(1,066,194)
Held-to-maturity securities:
Prepayments and maturities		4,740	0	0
Purchases		0	0	(10,000)
Premises and equipment:
Sales		3,416	11,396	41,143
Purchases		(53,046)	(62,554)	(39,947)
Proceeds from sales of OREO		13,468	27,135	23,253
Net (increase)/decrease in:
Loans	[1]	(808,399)	(1,931,026)	(1,216,419)
Interests retained from securitizations classified as trading securities		865	2,429	1,731
Interest-bearing cash		(121,434)	(457,198)	1,019,131
Cash (paid)/received for acquisitions, net		(336,634)	0	(5,087)
Net cash provided/(used) by investing activities		(1,336,042)	(2,468,552)	(518,404)
Common stock:
Stock options exercised		6,132	22,479	7,219
Cash dividends paid		(79,904)	(63,504)	(53,947)
Repurchase of shares	[2]	(5,554)	(97,396)	(32,648)
Cash dividends paid - preferred stock - noncontrolling interest		(11,434)	(11,434)	(11,559)
Cash dividends paid - Series A preferred stock		(6,200)	(6,200)	(6,200)
Term borrowings:
Issuance		121,184	100	495,555
Payments/maturities		(147,413)	(267,527)	(1,026,708)
Increases in restricted and secured term borrowings		7,960	0	0
Net increase/(decrease) in:
Deposits		(197,158)	2,705,757	1,555,280
Short-term borrowings		2,080,039	10,277	(816,324)
Net cash provided/(used) by financing activities		1,767,652	2,292,552	110,668
Net increase/(decrease) in cash and cash equivalents		414,252	6,731	(40,342)
Cash and cash equivalents at beginning of period		1,037,794	1,031,063	1,071,405
Cash and cash equivalents at end of period		1,452,046	1,037,794	1,031,063
Supplemental Disclosures
Total interest paid		140,373	92,456	90,722
Total taxes paid		54,417	11,609	14,990
Total taxes refunded		8,285	3,950	33,909
Transfer from loans to OREO		$ 6,624	$ 10,317	$ 16,728

[1] 2016 includes $537.4 million UPB of loans acquired from GE Capital.

[2] 2016 and 2015 include $93.5 million and $28.4 million, respectively, repurchased under share repurchase programs.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2016	Dec. 31, 2015
Loans acquired	[1]	$ 1,931,026	$ 1,216,419
Shares repurchased under the share repurchase program, value	[2]	97,396	32,648
Stock Repurchase Authorization
Shares repurchased under the share repurchase program, value		93,500	$ 28,400
GE Capital
Loans acquired		$ 537,400

[1] 2016 includes $537.4 million UPB of loans acquired from GE Capital.

[2] 2016 and 2015 include $93.5 million and $28.4 million, respectively, repurchased under share repurchase programs.

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Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Basis of Accounting. The consolidated financial statements of First Horizon National Corporation (“FHN”), including its subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America and follow general practices within the industries in which it operates. This preparation requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These estimates and assumptions are based on information available as of the date of the financial statements and could differ from actual results.

Principles of Consolidation and Basis of Presentation. The consolidated financial statements include the accounts of FHN and other entities in which it has a controlling financial interest. Variable Interest Entities (“VIEs”) for which FHN or a subsidiary has been determined to be the primary beneficiary are also consolidated. Affiliates for which FHN is not considered the primary beneficiary and in which FHN does not have a controlling financial interest are accounted for by the equity method. These investments are included in other assets, and FHN’s proportionate share of income or loss is included in noninterest income. All significant intercompany transactions and balances have been eliminated. For purposes of comparability, certain prior period amounts have been reclassified to conform to current year presentation.

Business Combinations. FHN accounts for acquisitions meeting the definition of a business combination in accordance with ASC 805, "Business Combinations," which requires acquired assets and liabilities (other than tax and certain benefit plan balances) to be recorded at fair value. Business combinations are included in the financial statements from the respective dates of acquisition. Acquisition related costs are expensed as incurred.

Revenue Recognition. FHN derives a significant portion of its revenues from fee-based services. Noninterest income from transaction-based fees is generally recognized when the transactions are completed. Noninterest income from service-based fees is generally recognized over the period in which FHN provides the service.

Deposit Transactions and Cash Management. Deposit transactions and cash management include fees for services related to consumer and commercial deposit products (such as service charges on checking accounts), cash management products and services such as electronic transaction processing (Automated Clearing House and Electronic Data Interchange), account reconciliation services, cash vault services, lockbox processing, and information reporting to large corporate clients.

Insurance Commissions. Insurance commissions are derived from the sale of insurance products, including acting as an independent agent to provide life, long-term care, and disability insurance.

Trust Services and Investment Management. Trust services and investment management fees include investment management, personal trust, employee benefits, and custodial trust services.

Brokerage, Management Fees and Commissions. Brokerage, management fees and commissions include fees for portfolio management, trade commissions, and annuity and mutual fund sales.

Statements of Cash Flows. For purposes of these statements, cash and due from banks, federal funds sold, and securities purchased under agreements to resell are considered cash and cash equivalents. Federal funds are usually sold for one-day periods, and securities purchased under agreements to resell are short-term, highly liquid investments.

Trading Activities. Securities purchased in connection with underwriting or dealer activities (long positions) are carried at fair market value as trading securities. Gains and losses, both realized and unrealized, on these securities are reflected in fixed income noninterest income. Trading liabilities include securities that FHN has sold to other parties but does not own (short positions). FHN is obligated to purchase securities at a future date to cover the short positions. Assets and liabilities for unsettled trades are recorded on the Consolidated Statements of Condition as “Fixed income receivables” or “Fixed income payables.” Retained interests from sales and securitizations of first lien mortgages are recognized at fair value as trading securities with gains and losses, both realized and unrealized, recognized in other income on the Consolidated Statements of Income. Cash receipts and payments are classified in investing activities on the Consolidated Statements of Cash Flows based on the purpose for which such financial assets were retained.

Investment Securities. Investment securities are reviewed quarterly for possible other-than-temporary impairment (“OTTI”). The review includes an analysis of the facts and circumstances of each individual investment such as the degree of loss, the length of time the fair value has been below cost, the expectation for that security’s performance, the creditworthiness of the issuer and FHN’s intent and ability to hold the security. Debt securities that may be sold prior to maturity and equity securities are classified as securities available-for-sale (“AFS”) and are carried at fair value. The unrealized gains and losses on securities available-for-sale, including debt securities for which no credit impairment exists, are excluded from earnings and are reported, net of tax, as a component of other comprehensive income within shareholders’ equity and the Statements of Comprehensive Income. Debt securities which management has the intent and ability to hold to maturity (“HTM”) are reported at amortized cost. Interest-only strips that are classified as securities AFS are valued at elected fair value. See Note 24 - Fair Value of Assets and Liabilities for additional information.

Realized gains and losses for investment securities are determined by the specific identification method and reported in noninterest income. Declines in value judged to be other-than-temporary based on FHN’s analysis of the facts and circumstances related to an individual investment, including securities that FHN has the intent to sell, are also determined by the specific identification method. For HTM debt securities, OTTI recognized is typically credit-related and is reported in noninterest income. For impaired AFS debt securities that FHN does not intend to sell and will not be required to sell prior to recovery but for which credit losses exist, the OTTI recognized is separated between the total impairment related to credit losses which is reported in noninterest income, and the impairment related to all other factors which is excluded from earnings and reported, net of tax, as a component of other comprehensive income within shareholders’ equity and the Statements of Comprehensive Income.

National banks chartered by the federal government are, by law, members of the Federal Reserve System. Each member bank is required to own stock in its regional Federal Reserve Bank ("FRB"). Given this requirement, FRB stock may not be sold, traded, or pledged as collateral for loans. Membership in the Federal Home Loan Bank (“FHLB”) network requires ownership of capital stock. Member banks are entitled to borrow funds from the FHLB and are required to pledge mortgage loans as collateral. Investments in the FHLB are non-transferable and, generally, membership is maintained primarily to provide a source of liquidity as needed. Other equity investments include mutual funds which are recognized at net asset value as well as various cost method investments that are subject to impairment reviews when recovery of the recorded investment is considered uncertain.

Securities Purchased Under Agreements to Resell and Securities Sold Under Agreements to Repurchase. FHN enters into short-term securities purchased under agreements to resell transactions which are accounted for as collateralized financings except where FHN does not have an agreement to sell the same or substantially the same securities before maturity at a fixed or determinable price. All of FHN’s securities purchased under agreements to resell are recognized as collateralized financings. Securities delivered under these transactions are delivered to either the dealer custody account at the FRB or to the applicable counterparty. Securities sold under agreements to repurchase are offered to cash management customers as an automated, collateralized investment account. Securities sold under agreements to repurchase are also used by the consumer/commercial bank to obtain favorable borrowing rates on its purchased funds. All of FHN's securities sold under agreements to repurchase are secured borrowings.

Collateral is valued daily and FHN may require counterparties to deposit additional securities or cash as collateral, or FHN may return cash or securities previously pledged by counterparties, or FHN may be required to post additional securities or cash as collateral, based on the contractual requirements for these transactions.

FHN’s fixed income business utilizes securities borrowing arrangements as part of its trading operations. Securities borrowing transactions generally require FHN to deposit cash with the securities lender. The amount of cash advanced is recorded within Securities purchased under agreements to resell in the Consolidated Statements of Condition. These transactions are not considered purchases and the securities borrowed are not recognized by FHN. FHN does not conduct securities lending transactions.

Loans Held-for-Sale. Loans originated or purchased in which management lacks the intent to hold are included in loans held-for-sale in the Consolidated Statements of Condition. FHN has elected the fair value option on a prospective basis for certain mortgage loans held-for-sale, which includes loans originated subsequent to 2007 and repurchased loans that are not governmentally insured. Such loans are carried at fair value, with changes in the fair value recognized in the other income section of the Consolidated Statements of Income. For mortgage loans originated for sale for which the fair value option is elected, loan origination fees are recorded by FHN when earned and related direct loan origination costs are recognized when incurred. See Note 24 - Fair Value of Assets and Liabilities for additional information. FHN accounts for all other loans held-for-sale at the lower of cost or market value (“LOCOM”).

Loans. Generally, loans are stated at principal amounts outstanding, net of unearned income. Interest on loans is recognized on an accrual basis at the applicable interest rate on the principal amount outstanding. Loan origination fees and direct costs as well as premiums and discounts are amortized as level yield adjustments over the respective loan terms. Unamortized net fees or costs are recognized upon early repayment of the loans or charge-off. Loan commitment fees are generally deferred and amortized on a straight-line basis over the commitment period. Due to the timing of the merger completion, the loan accounting policies of both FHN and CBF are in the process of being reviewed in detail. Upon completion of such review, conforming adjustments or financial statement reclassification may be determined.

Nonaccrual and Past Due Loans. Generally, loans are placed on nonaccrual status 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.

• The accrual status policy for commercial troubled debt restructurings (“TDRs”) follows the same internal policies and procedures as other commercial portfolio loans.

• Residential real estate secured loans discharged in bankruptcy that have not been reaffirmed by the borrower (“discharged bankruptcies”) are placed on nonaccrual regardless of delinquency status and are reported as TDRs.

• Current second lien residential real estate loans that are junior to first liens are placed on nonaccrual status if the first lien is 90 or more days past due, is a bankruptcy, or is a troubled debt restructuring.

• Consumer real estate (HELOC and residential real estate installment loans), if not already on nonaccrual per above situations, are placed on nonaccrual if the loan is 30 or more days delinquent at the time of modification and is also determined to be a TDR.

• Government guaranteed/insured residential mortgage loans remain on accrual (even if the loan falls into one of the above categories) because the collection of principal and interest is reasonably assured.

For commercial and consumer loans within each portfolio segment and class that have been placed on nonaccrual status, accrued but uncollected interest is reversed and charged against interest income when the loan is placed on nonaccrual status. Management may elect to continue the accrual of interest when the estimated net realizable value of collateral is sufficient to recover the principal balance and accrued interest. Interest payments received on nonaccrual loans are normally applied to outstanding principal first. Once all principal has been received, additional interest payments are recognized on a cash basis as interest income.

Generally, commercial and consumer loans within each portfolio segment and class that have been placed on nonaccrual status can be returned to accrual status if all principal and interest is current and FHN expects full repayment of the remaining contractual principal and interest. This typically requires that a borrower make payments in accordance with the contractual terms for a sustained period of time (generally for a minimum of six months) before being returned to accrual status. For TDRs, FHN may also consider a borrower’s sustained historical repayment performance for a reasonable time prior to the restructuring in assessing whether the borrower can meet the restructured terms, as it may indicate whether the borrower is capable of servicing the level of debt under the modified terms.

Residential real estate loans discharged through Chapter 7 bankruptcy and not reaffirmed by the borrower are not returned to accrual status. For current second liens that have been placed on nonaccrual because the first lien is 90 or more days past due or is a TDR or bankruptcy, the second lien may be returned to accrual upon pay-off or cure of the first lien.

Charge-offs. For all commercial and consumer loan portfolio segments, all losses of principal are charged to the allowance for loan losses ("ALLL") in the period in which the loan is deemed to be uncollectible.

For consumer loans, the timing of a full or partial charge-off generally depends on the loan type and delinquency status. Generally, for the consumer real estate and permanent mortgage portfolio segments, a loan will be either partially or fully charged-off when it becomes 180 days past due. At this time, if the collateral value does not support foreclosure, balances are fully charged-off and other avenues of recovery are pursued. If the collateral value supports foreclosure, the loan is charged-down to net realizable value (collateral value less estimated costs to sell) and is placed on nonaccrual status. For residential real estate loans discharged in Chapter 7 bankruptcy and not reaffirmed by the borrower, the fair value of the collateral position is assessed at the time FHN is made aware of the discharge and the loan is charged down to the net realizable value (collateral value less estimated costs to sell). Within the credit card and other portfolio segment, credit cards and installment loans secured by automobiles are normally charged-off upon reaching 180 days past due while other non-real estate consumer loans are charged-off upon reaching 120 days past due.

Impaired Loans. Impaired loans include nonaccrual commercial loans greater than $1 million and modified consumer and commercial loans that have been classified as a TDR and are individually measured for impairment under the guidance of ASC 310. TDRs are always reported as such unless the TDR has exhibited sustained performance, was reported as a TDR over a year-end, and the modified terms were market-based at the time of modification.

Purchased Credit-Impaired Loans.ASC 310-30 “Accounting for Certain Loans or Debt Securities Acquired in a Transfer,” provides guidance for acquired loans that have exhibited deterioration of credit quality between origination and the time of acquisition and for which the timely collection of the interest and principal is not reasonably assured (“PCI loans”). PCI loans are initially recorded at fair value which is estimated by discounting expected cash flows at acquisition date. The expected cash flows include all contractually expected amounts (including interest) and incorporate an estimate for future expected credit losses, pre-payment assumptions, and yield requirement for a market participant, among other things. To the extent possible, certain PCI loans were aggregated into pools with composite interest rate and cash flows expected to be collected for the pool. Aggregation into loan pools is based upon common risk characteristics that include similar credit risk or risk ratings, and one or more predominant risk characteristics. Each PCI pool is accounted for as a single unit.

Accretable yield is initially established at acquisition and is the excess of cash flows expected at acquisition over the initial investment in the loan and is recognized in interest income over the remaining life of the loan, or pool of loans. Nonaccretable difference is initially established at acquisition and is the difference between the contractually required payments at acquisition and the cash flows expected to be collected at acquisition. FHN estimates expected cash flows for PCI loans on a quarterly basis. Increases in expected cash flows from the last measurement result in reversal of any nonaccretable difference (or allowance for loan losses to the extent any has previously been recorded) with a prospective positive impact on interest income. Decreases to the expected cash flows result in an increase in the allowance for loan losses through provision expense.

FHN does not report PCI loans as nonperforming loans due to the accretion of interest income. Additionally, PCI loans that have been pooled and subsequently modified will not be reported as troubled debt restructurings since the pool is the unit of measurement.

Allowance for Loan Losses. The ALLL is maintained at a level that management determines is sufficient to absorb estimated probable incurred losses in the loan portfolio. The ALLL is increased by the provision for loan losses and loan recoveries and is decreased by loan charge-offs. The ALLL is determined in accordance with ASC 450-20-50 "Contingencies - Accruals for Loss Contingencies" and is composed of reserves for commercial loans evaluated based on pools of credit graded loans and reserves for pools of smaller-balance homogeneous consumer and commercial loans. The reserve factors applied to these pools are an estimate of probable incurred losses based on management’s evaluation of historical net losses from loans with similar characteristics. Additionally, the ALLL includes specific reserves established in accordance with ASC 310-10-35 for loans determined by management to be individually impaired as well as reserves associated with PCI loans. Management uses analytical models to estimate probable incurred losses in the loan portfolio as of the balance sheet date. The models, which are primarily driven by historical losses, are carefully reviewed to identify trends that may not be captured in the historical loss factors used in the models. Management uses qualitative adjustments for those items not yet captured in the models like current events, recent trends in the portfolio, current underwriting guidelines, and local and macroeconomic trends, among other things.

The nature of the process by which FHN determines the appropriate ALLL requires the exercise of considerable judgment. See Note 5 - Allowance for Loan Losses for a discussion of FHN’s ALLL methodology and a description of the models utilized in the estimation process for the commercial and consumer loan portfolios.

Key components of the estimation process are as follows: (1) commercial loans determined by management to be individually impaired loans are evaluated individually and specific reserves are determined based on the difference between the outstanding loan amount and the estimated net realizable value of the collateral (if collateral dependent), the present value of expected future cash flows or by observable market prices; (2) individual commercial loans not considered to be individually impaired are segmented based on similar credit risk characteristics and evaluated on a pool basis; (3) reserve rates for the commercial segment are calculated based on historical net charge-offs and are subject to adjustment by management to reflect current events, trends, and conditions (including economic considerations and trends); (4) management’s estimate of probable incurred losses reflects the reserve rates applied against the balance of loans in the commercial segment of the loan portfolio; (5) consumer loans are generally segmented based on loan type; (6) reserve amounts for each consumer portfolio segment are calculated using analytical models based on delinquency trends and net loss experience and are subject to adjustment by management to reflect current events, trends, and conditions (including economic considerations and trends); and (7) the reserve amount for each consumer portfolio segment reflects management’s estimate of probable incurred losses in the consumer segment of the loan portfolio.

Impairment related to individually impaired loans is measured in accordance with ASC 310-10. For all commercial portfolio segments, commercial TDRs and other individually impaired commercial loans are measured based on the present value of expected future payments discounted at the loan’s effective interest rate (“the DCF method”), observable market prices, or for loans that are solely dependent on the collateral for repayment, the net realizable value (collateral value less estimated costs to sell). Impaired loans also include consumer TDRs.

Future adjustments to the ALLL may be necessary if economic or other conditions differ substantially from the assumptions used in making the estimates or, if required by regulators, based upon information at the time of their examinations or upon future regulatory guidance. Such adjustments to original estimates, as necessary, are made in the period in which these factors and other relevant considerations indicate that loss levels vary from previous estimates.

Premises and Equipment. Premises and equipment are carried at cost less accumulated depreciation and amortization and include additions that materially extend the useful lives of existing premises and equipment. All other maintenance and repair expenditures are expensed as incurred. Premises and equipment held-for-sale are generally valued at appraised values which reference recent disposition values for similar property types but also consider marketability discounts for vacant properties. The valuations of premises and equipment held-for-sale are reduced by estimated costs to sell. Gains and losses on dispositions are reflected in noninterest income and expense, respectively.

Depreciation and amortization are computed on the straight-line method over the estimated useful lives of the assets and are recorded as noninterest expense. Leasehold improvements are amortized over the lesser of the lease periods or the estimated useful lives using the straight-line method. Useful lives utilized in determining depreciation for furniture, fixtures and equipment and for buildings are three to fifteen and seven to forty-five years, respectively.

Other Real Estate Owned ("OREO"). Real estate acquired by foreclosure or other real estate-owned 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. At the time acquired, and in conjunction with the transfer from loans to OREO, there is a charge-off against the ALLL if the estimated fair value less costs to sell is less than the loan’s cost basis. Subsequent declines in fair value and gains or losses on dispositions, if any, are charged to All other expense on the Consolidated Statements of Income. Prior to January 1, 2015, properties acquired by foreclosure in compliance with HUD servicing guidelines are included in “OREO” and are carried at the estimated amount of the underlying government insurance or guarantee. On December 31, 2017, FHN had $3.8 million of these properties.

Required developmental costs associated with acquired property under construction are capitalized and included in determining the estimated net realizable value of the property, which is reviewed periodically, and any write-downs are charged against current earnings.

Intangible Assets. Intangible assets consist of “Other intangible assets” and “Goodwill.” Other intangible assets represent customer lists and relationships, acquired contracts, covenants not to compete and premium on purchased deposits, which are amortized over their estimated useful lives. Intangible assets related to acquired deposit bases are primarily amortized over 10 years using an accelerated method. Management evaluates whether events or circumstances have occurred that indicate the remaining useful life or carrying value of amortizing intangibles should be revised. Goodwill represents the excess of cost over net assets of acquired businesses less identifiable intangible assets. On an annual basis, FHN assesses goodwill for impairment.

Derivative Financial Instruments. FHN accounts for derivative financial instruments in accordance with ASC 815 which requires recognition of all derivative instruments on the balance sheet as either an asset or liability measured at fair value through adjustments to either accumulated other comprehensive income within shareholders’ equity or current earnings. Fair value is defined as the price that would be received to sell a derivative asset or paid to transfer a derivative liability in an orderly transaction between market participants on the transaction date. Fair value is determined using available market information and appropriate valuation methodologies. FHN has elected to present its derivative assets and liabilities gross on the Consolidated Statements of Condition. Amounts of collateral posted or received have not been netted with the related derivatives unless the collateral amounts are considered legal settlements of the related derivative positions. See Note 22 - Derivatives for discussion on netting of derivatives.

FHN prepares written hedge documentation, identifying the risk management objective and designating the derivative instrument as a fair value hedge or cash flow hedge as applicable, or as a free-standing derivative instrument entered into as an economic hedge or to meet customers’ needs. All transactions designated as ASC 815 hedges must be assessed at inception and on an ongoing basis as to the effectiveness of the derivative instrument in offsetting changes in fair value or cash flows of the hedged item. For a fair value hedge, changes in the fair value of the derivative instrument and changes in the fair value of the hedged asset or liability attributable to the hedged risk are recognized currently in earnings. For a cash flow hedge, changes in the fair value of the derivative instrument, to the extent that it is effective, are recorded in accumulated other comprehensive income and subsequently reclassified to earnings as the hedged transaction impacts net income. Any ineffective portion of a cash flow hedge is recognized currently in earnings. For free-standing derivative instruments, changes in fair values are recognized currently in earnings. See Note 22 - Derivatives for additional information.

Cash flows from derivative contracts are reported as operating activities on the Consolidated Statements of Cash Flows.

Advertising and Public Relations. Advertising and public relations costs are generally expensed as incurred.

Income Taxes. FHN accounts for income taxes using the asset and liability method pursuant to ASC 740, “Income Taxes,” which requires the recognition of deferred tax assets ("DTAs") and liabilities ("DTLs") for the expected future tax consequences of events that have been included in the financial statements. Under this method, FHN’s deferred tax assets and liabilities are determined based on differences between financial statement carrying amounts and the corresponding tax basis of certain assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on DTAs and DTLs is recognized in income in the period that includes the enactment date.

Additionally, DTAs are subject to a “more likely than not” test to determine whether the full amount of the DTAs should be recognized in the financial statements. FHN evaluates the likelihood of realization of the DTA based on both positive and negative evidence available at the time, including (as appropriate) scheduled reversals of DTLs, projected future taxable income, tax planning strategies, and recent financial performance. If the “more likely than not” test is not met, a valuation allowance must be established against the DTA. In the event FHN determines that DTAs are realizable in the future in excess of their net recorded amount, FHN would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

FHN records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) it is determined whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority is recognized. FHN's ASC 740 policy is to recognize interest and penalties related to unrecognized tax benefits as a component of income tax expense. Accrued interest and penalties are included within the related tax asset/liability line in the consolidated balance sheet.

FHN and its eligible subsidiaries are included in a consolidated federal income tax return. FHN files separate returns for subsidiaries that are not eligible to be included in a consolidated federal income tax return. Based on the laws of the applicable state where it conducts business operations, FHN either files consolidated, combined, or separate returns. The federal tax returns for Capital Bank Financial Corporation for 2010 - 2012 are under examination by the IRS. With few exceptions, FHN returns are no longer subject to federal or state and local tax examinations by tax authorities for years before 2013. FHN is currently under federal examination for 2013-2015 and is also under examination in several states.

Earnings per Share. Earnings per share is computed by dividing net income or loss available to common shareholders by the weighted average number of common shares outstanding for each period. Diluted earnings per share in net income periods is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding adjusted to include the number of additional common shares that would have been outstanding if the potential dilutive common shares resulting from performance shares or units, restricted shares or units, and options granted under FHN’s equity compensation plans and deferred compensation arrangements had been issued. FHN utilizes the treasury stock method in this calculation. Diluted earnings per share does not reflect an adjustment for potentially dilutive shares in periods in which a net loss available to common shareholders exists.

Equity Compensation. FHN accounts for its employee stock-based compensation plans using the grant date fair value of an award to determine the expense to be recognized over the life of the award. Stock options are valued using an option-pricing model, such as Black-Scholes. Restricted and performance shares and share units are valued at the stock price on the grant date. Awards with post-vesting transfer restrictions are discounted using models that reflect market considerations for illiquidity. For awards with service vesting criteria, expense is recognized using the straight-line method over the requisite service period (generally the vesting period). Forfeitures are recognized when they occur. For awards vesting based on a performance measure, anticipated performance is projected to determine the number of awards expected to vest, and the corresponding aggregate expense is adjusted to reflect the elapsed portion of the performance period. If a performance period extends beyond the required service term, total expense is adjusted for changes in estimated achievement through the end of the performance period. The fair value of equity awards with cash payout requirements, as well as awards for which fair value cannot be estimated at grant date, is remeasured each reporting period through vesting date. Performance awards with pre-grant date achievement criteria are expensed over the period from the start of the performance period through the end of the service vesting term. Awards are amortized using the nonsubstantive vesting methodology which requires that expense associated with awards having only service vesting criteria that continue vesting after retirement be recognized over a period ending no later than an employee’s retirement eligibility date.

Repurchase and Foreclosure Provision. The repurchase and foreclosure provision is the charge to earnings necessary to maintain the liability at a level that reflects management’s best estimate of losses associated with the repurchase of loans previously transferred in whole loans sales or securitizations, or make whole requests as of the balance sheet date. See Note 17 - Contingencies and Other Disclosures for discussion related to FHN’s obligations to repurchase such loans.

Legal Costs. Generally, legal costs are expensed as incurred.

Contingency Accruals. Contingent liabilities arise in the ordinary course of business, including those related to lawsuits, arbitration, mediation, and other forms of litigation. FHN establishes loss contingency liabilities for matters when loss is both probable and reasonably estimable in accordance with ASC 450-20-50 “Contingencies - Accruals for Loss Contingencies”. If loss for a matter is probable and a range of possible loss outcomes is the best estimate available, accounting guidance generally requires a liability to be established at the low end of the range. Expected recoveries from insurance and indemnification arrangements are recognized if they are considered equally as probable and reasonably estimable as the related loss contingency up to the recognized amount of the estimated loss. Gain contingencies and expected recoveries from insurance and indemnification arrangements in excess of the associated recorded estimated losses are recognized when received. Recognized recoveries are recorded as offsets to the related expense in the Consolidated Statements of Income. The favorable resolution of a gain contingency generally results in the recognition of other income in the Consolidated Statements of Income. Contingencies assumed in business combinations are evaluated through the end of the one-year post-closing measurement period.  If the acquisition-date fair value of the contingency can be determined during the measurement period, recognition occurs as part of the acquisition-date fair value of the acquired business.  If the acquisition-date fair value of the contingency cannot be determined, but loss is considered probable as of the acquisition date and can be reasonably estimated within the measurement period, then the estimated amount is recorded within acquisition accounting.  If the requirements for inclusion of the contingency as part of the acquisition are not met, subsequent recognition of the contingency is included in earnings.

Summary of Accounting Changes. Effective January 1, 2017, FHN adopted the provisions of Accounting Standards Update (“ASU”) 2016-09, “Improvements to Employee Share-Based Payment Accounting,” which makes several revisions to equity compensation accounting. Under the new guidance all excess tax benefits and deficiencies that occur when an award vests, is exercised, or expires are recognized in income tax expense as discrete period items. Previously, these transactions were typically recorded directly within equity. Consistent with this change, excess tax benefits and deficiencies are no longer included within estimated proceeds when performing the treasury stock method for calculation of diluted earnings per share. Excess tax benefits are also recognized at the time an award is exercised or vests compared to the previous requirement to delay recognition until the deduction reduces taxes payable. The presentation of excess tax benefits in the statement of cash flows shifted to an operating activity from the prior classification as a financing activity.

ASU 2016-09 also provides an accounting policy election to recognize forfeitures of awards as they occur when estimating stock-based compensation expense rather than the previous requirement to estimate forfeitures from inception. FHN has elected to recognize forfeitures as they occur. Further, ASU 2016-09 permits employers to use a net-settlement feature to withhold taxes on equity compensation awards up to the maximum statutory tax rate without affecting the equity classification of the award. Under previous guidance, withholding of equity awards in excess of the minimum statutory requirement resulted in liability classification for the entire award. The related cash remittance by the employer for employee taxes is treated as a financing activity in the statement of cash flows. Transition to the new guidance was accomplished through a combination of retrospective (cash flows), cumulative-effect adjustment to equity (forfeitures) and prospective methodologies (tax windfalls and shortfalls). The effects of adopting ASU 2016-09 were not significant.

Effective January 1, 2017, FHN early adopted the provisions of ASU 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory” which requires recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Therefore, ASU 2016-16 reverses the previous requirement to delay recognition of the tax consequences of these transactions until the associated assets are sold to an outside party. Adoption of ASU 2016-16 did not have a significant effect on FHN.

In December 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin (“SAB”) No. 118, “Income Tax Accounting Implications of the Tax Cuts and Jobs Act” which provides guidance on the timing of recognition for the effects of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). Under SAB No. 118, companies are provided a measurement period of up to one year from enactment of the Tax Act to evaluate and record its effects. Companies are expected to make final adjustments when the required information is available. Companies are required to record provisional amounts when sufficient information to make a reasonable estimate is available. SAB No. 118 contains several disclosure requirements regarding a company’s assessment and recording the effects of the Tax Act, including the amounts recorded and the status of estimating potential additional effects. SAB No. 118 was effective immediately upon issuance and FHN has included the required disclosures in Note 15 - Income Taxes.

Issued in February 2018, ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” provides an election for reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects solely resulting from the Tax Act. The stranded tax effects were created because current accounting requirements indicate that all changes in deferred tax assets and liabilities due to changes in enacted tax rates be recorded through tax provision, even when the deferred tax asset or liability was originally created with an offset to accumulated comprehensive income. For FHN, this includes net deferred tax assets related to net unrealized losses on AFS securities, net actuarial losses for pension and postretirement plans, and the effective portion of cash flow hedging activities. The provisions of ASU 2018-02 do not apply to past or future changes in tax rates. Adoption of ASU 2018-02 is required for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted in any interim period for which financial statements have not yet been issued. FHN elected early adoption as of December 31, 2017 and made a reclassification of $57.5 million from accumulated other comprehensive income to retained earnings.

Accounting Changes Issued but Not Currently Effective

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers.” ASU 2014-09 does not change revenue recognition for financial assets. The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This is accomplished through a five-step recognition framework involving 1) the identification of contracts with customers, 2) identification of performance obligations, 3) determination of the transaction price, 4) allocation of the transaction price to the performance obligations and 5) recognition of revenue as performance obligations are satisfied. Additionally, qualitative and quantitative information is required for disclosure regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In February 2016, the FASB issued ASU 2016-08, “Principal versus Agent Considerations,” which provides additional guidance on whether an entity should recognize revenue on a gross or net basis, based on which party controls the specified good or service before that good or service is transferred to a customer. In April 2016, the FASB issued ASU 2016-10, “Identifying Performance Obligations and Licensing,” which clarifies the original guidance included in ASU 2014-09 for identification of the goods or services provided to customers and enhances the implementation guidance for licensing arrangements. ASU 2016-12, “Narrow-Scope Improvements and Practical Expedients,” was issued in May 2016 to provide additional guidance for the implementation and application of ASU 2014-09. “Technical Corrections and Improvements” ASU 2016-20 was issued in December 2016 and provides further guidance on certain issues. These ASUs are effective in annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Transition to the new requirements may be made by retroactively revising prior financial statements (with certain practical expedients permitted) or by a cumulative effect through retained earnings. If the latter option is selected, additional disclosures are required for comparability. FHN has elected to adopt the provisions of the revenue recognition standards through the cumulative effect alternative. Additionally, FHN evaluated the effects of the revenue standards on its recognition and presentation practices and determined that there are no significant effects on the timing of recognition, which results in no cumulative effect adjustment being required. FHN determined that in situations where its broker-dealer operations serve as the lead underwriter, the associated revenues and expenses will be presented gross, on a prospective basis starting in first quarter 2018. The effect on 2018 revenues and expenses will not be significant.

In February 2017, the FASB issued ASU 2017-05, “Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets” which clarifies the meaning and application of the term "in substance nonfinancial asset" in transactions involving both financial and nonfinancial assets. If substantially all of the fair value of the assets that are promised to the counterparty in a contract are concentrated in nonfinancial assets, then all of the financial assets promised to the counterparty are in substance nonfinancial assets within the scope of revenue recognition guidance for nonfinancial assets. ASU 2017-05 also clarifies that an entity should identify each distinct nonfinancial asset or in substance nonfinancial asset promised to a counterparty and derecognize each asset when a counterparty obtains control of it with the amount of revenue recognized based on the allocation guidance provided in ASU 2014-09. ASU 2017-05 also requires an entity to derecognize a distinct nonfinancial asset or distinct in substance nonfinancial asset in a partial sale transaction when it 1) does not have (or ceases to have) a controlling financial interest in the legal entity that holds the asset in accordance with Topic 810 and 2) transfers control of the asset in accordance with the provisions of ASU 2014-09. Once an entity transfers control of a distinct nonfinancial asset or distinct in substance nonfinancial asset, it is required to measure any noncontrolling interest it receives (or retains) at fair value. ASU 2017-05 has the same effective date and transition provisions as ASU 2014-09 and the two standards must be adopted simultaneously although the transition methods may be different. FHN has elected to adopt ASU 2017-05 through the cumulative effect approach. FHN has determined that there are no significant effects on the timing of revenue recognition, which results in no cumulative effect adjustment being required.

In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-01 makes several revisions to the accounting, presentation and disclosure for financial instruments. Equity investments (except those accounted for under the equity method, those that result in consolidation of the investee, and those held by entities subject to specialized industry accounting which already apply fair value through earnings) are required to be measured at fair value with changes in fair value recognized in net income. This excludes FRB and FHLB stock holdings which are specifically exempted from the provisions of ASU 2016-01. An entity may elect to measure equity investments that do not have readily determinable market values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar instruments from the same issuer. ASU 2016-01 also requires a qualitative impairment review for equity investments without readily determinable fair values, with measurement at fair value required if impairment is determined to exist. For liabilities for which fair value has been elected, ASU 2016-01 revises current accounting to record the portion of fair value changes resulting from instrument-specific credit risk within other comprehensive income rather than earnings. FHN has not elected fair value accounting for any existing financial liabilities. Additionally, ASU 2016-01 clarifies that the need for a valuation allowance on a deferred tax asset related to available-for-sale securities should be assessed in combination with all other deferred tax assets rather than being assessed in isolation. ASU 2016-01 also makes several changes to existing fair value presentation and disclosure requirements, including a provision that all disclosures must use an exit price concept in the determination of fair value. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Transition is through a cumulative effect adjustment to retained earnings for equity investments with readily determinable fair values. Equity investments without readily determinable fair values, for which the accounting election is made, will have any initial fair value marks recorded through earnings prospectively after adoption.

Upon adoption, FHN reclassified all equity investments out of available-for-sale securities, leaving only debt securities within this classification. FHN evaluated the nature of its current equity investments and determined that substantially all qualify for the election available to assets without readily determinable fair values, including its holdings of Visa Class B shares. Accordingly, FHN has applied this election and any future fair value marks for these investments will be recognized through earnings on a prospective basis subsequent to adoption. The requirements of ASU 2016-01 related to assessment of deferred tax assets and disclosure of the fair value of financial instruments did not have a significant effect on FHN because its current accounting and disclosure practices conform to the requirements of ASU 2016-01.

In February 2016, the FASB issued ASU 2016-02, “Leases,” which requires a lessee to recognize in its statement of condition a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. ASU 2016-02 leaves lessor accounting largely unchanged from prior standards. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. All other leases must be classified as financing or operating leases which depends on the relationship of the lessee’s rights to the economic value of the leased asset. For finance leases, interest on the lease liability is recognized separately from amortization of the right-of-use asset in earnings, resulting in higher expense in the earlier portion of the lease term. For operating leases, a single lease cost is calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis.

In transition to ASU 2016-02, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply, which would result in continuing to account for leases that commence before the effective date in accordance with previous requirements (unless the lease is modified) except that lessees are required to recognize a right-of-use asset and a lease liability for all operating leases at each reporting date based on the present value of the remaining minimum rental payments that were tracked and disclosed under previous requirements. ASU 2016-02 also requires expanded qualitative and quantitative disclosures to assess the amount, timing, and uncertainty of cash flows arising from lease arrangements. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. FHN is evaluating the impact of ASU 2016-02 on its current accounting and disclosure practices. An alternative cumulative effect transition methodology has been proposed, but not yet issued, which FHN anticipates that it would elect if available.

In March 2016, the FASB issued ASU 2016-04, “Recognition of Breakage of Certain Prepaid Stored-Value Products,” which indicates that liabilities related to the sale of prepaid stored-value products are considered financial liabilities and should have a breakage estimate applied for estimated unused funds. ASU 2016-04 does not apply to stored-value products that can only be redeemed for cash, are subject to escheatment or are linked to a segregated bank account. ASU 2016-04 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of ASU 2016-04 did not have a significant effect on FHN’s current accounting and disclosure practices.

In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments,” which revises the measurement and recognition of credit losses for assets measured at amortized cost (e.g., held-to-maturity (“HTM”) loans and debt securities) and available-for-sale (“AFS”) debt securities. Under ASU 2016-13, for assets measured at amortized cost, the current expected credit loss (“CECL”) is measured as the difference between amortized cost and the net amount expected to be collected. This represents a departure from existing GAAP as the “incurred loss” methodology for recognizing credit losses delays recognition until it is probable a loss has been incurred. The measurement of current expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. Additionally, current disclosures of credit quality indicators in relation to the amortized cost of financing receivables will be further disaggregated by year of origination. ASU 2016-13 leaves the methodology for measuring credit losses on AFS debt securities largely unchanged, with the maximum credit loss representing the difference between amortized cost and fair value. However, such credit losses will be recognized through an allowance for credit losses, which permits recovery of previously recognized credit losses if circumstances change.

ASU 2016-13 also revises the recognition of credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”). For PCD assets, the initial allowance for credit losses is added to the purchase price. Only subsequent changes in the allowance for credit losses are recorded as a credit loss expense for PCD assets. Interest income for PCD assets will be recognized based on the effective interest rate, excluding the discount embedded in the purchase price that is attributable to the acquirer’s assessment of credit losses at acquisition. Currently, credit losses for purchased credit-impaired assets are included in the initial basis of the assets with subsequent declines in credit resulting in expense while subsequent improvements in credit are reflected as an increase in the future yield from the assets.

The provisions of ASU 2016-13 will be generally adopted through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in the year of adoption. Prospective implementation is required for debt securities for which an other-than-temporary-impairment (“OTTI”) had been previously recognized. Amounts previously recognized in accumulated other comprehensive income (“AOCI”) as of the date of adoption that relate to improvements in cash flows expected to be collected will continue to be accreted into income over the remaining life of the asset. Recoveries of amounts previously written off relating to improvements in cash flows after the date of adoption will be recorded in earnings when received. A prospective transition approach will be used for existing PCD assets where, upon adoption, the amortized cost basis will be adjusted to reflect the addition of the allowance for credit losses. Thus, an entity will not be required to reassess its purchased financial assets that exist as of the date of adoption to determine whether they would have met at acquisition the new criteria of more-than-insignificant credit deterioration since origination. An entity will accrete the remaining noncredit discount (based on the revised amortized cost basis) into interest income at the effective interest rate at the adoption date.

ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted in fiscal years beginning after December 15, 2018. FHN continues to evaluate the impact of ASU 2016-13.  FHN has met with industry experts, initiated training for key employees associated with the new standard, and defined an initial approach that it is currently testing.  Once testing is completed, FHN will begin to develop the formal models and processes that will be required to implement the new standard.

In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments,” which clarifies multiple cash flow presentation issues including providing guidance as to classification on the cash flow statement for certain cash receipts and cash payments where diversity in practice exists. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The provisions of ASU 2016-15 will be applied retroactively and will result in proceeds from bank-owned life insurance (“BOLI”) being classified as an investing activity rather than their prior classification as an operating activity.

In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which requires the disaggregation of the service cost component from the other components of net benefit cost for pension and postretirement plans. Service cost must be included in the same income statement line item as other compensation-related expenses. All other components of net benefit cost are required to be presented in the income statement separately from the service cost component, with disclosure of the line items where these amounts are recorded. The presentation requirements of ASU 2017-07 must be applied retrospectively and adoption is required for annual periods beginning after December 15, 2017, including interim periods within those annual periods. FHN’s disclosures for pension and postretirement costs provide details of the service cost and all other components for expenses recognized for its applicable benefit plans. These amounts are currently included in Employee compensation, incentives, and benefits expense in the Consolidated Statements of Income. Upon adoption of ASU 2017-07 FHN will reclassify the expense components other than service cost into All other expense and revise its disclosures accordingly. The amounts to be reclassified are presented in Note 11—Pension, Savings, and Other Employee Benefits in FHN's Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 and in Note 18-Pension, Savings, and Other Employee Benefits in in these financial statements.

In March 2017, the FASB issued ASU 2017-08, “Premium Amortization on Purchased Callable Debt Securities,” which shortens the amortization period for securities that have explicit, noncontingent call features that are callable at fixed prices and on preset dates. In contrast to the current requirement for premium amortization to extend to the contractual maturity date, ASU 2017-08 requires the premium to be amortized to the earliest call date. ASU 2017-08 does not change the amortization of discounts, which will continue to be amortized to maturity. The new guidance does not apply to either 1) debt securities where the prepayment date is not preset or the price is not known in advance or 2) debt securities that qualify for amortization based on estimated prepayment rates. ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 with early adoption permitted. Transition is accomplished through a cumulative-effect adjustment directly to retained earnings as of the beginning of the year of adoption. While there is no effect for its current investments, FHN has elected to early adopt the provisions of ASU 2017-08 in first quarter 2018.

In August 2017, the FASB issued ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities,” which revises the financial reporting for hedging relationships through changes to both the designation and measurement requirements for qualifying hedge relationships and the presentation of hedge results. ASU 2017-12 expands permissible risk component hedging strategies, including the designation of a contractually specified interest rate (e.g., a bank’s prime rate) in hedges of cash flows from variable rate financial instruments. Additionally, ASU 2017-12 makes significant revisions to fair value hedging activities, including the ability to measure the fair value changes for a hedged item solely for changes in the benchmark interest rate, permitting partial-term hedges, limiting consideration of prepayment risk for hedged debt instruments solely to the effects of changes in the benchmark interest rate and allowing for certain hedging strategies to be applied to closed portfolios of prepayable debt instruments. ASU 2017-12 also provides elections for the exclusion of certain portions of a hedging instrument’s change in fair value from the assessment of hedge effectiveness. If elected, the fair value changes of these excluded components may be recognized immediately or recorded into other comprehensive income with recycling into earnings using a rational and systematic methodology over the life of the hedging instrument.

Under ASU 2017-12 some of the documentation requirements for hedge accounting relationships are relaxed, but the highly effective threshold has been retained. Hedge designation documentation and a prospective qualitative assessment are still required at hedge inception, but the initial quantitative analysis may be delayed until the end of the quarter the hedge is commenced. If certain criteria are met, an election can be made to perform future effectiveness assessments using a purely qualitative methodology. ASU 2017-12 also revises the income statement presentation requirements for hedging activities. For fair value hedges, the entire change in the fair value of the hedging instrument included in the assessment of effectiveness is recorded to the same income statement line item used to present the earnings effect of the hedged item. For cash flow hedges, the entire fair value change of the hedging instrument that is included in the assessment of hedge effectiveness is initially recorded in other comprehensive income and later recycled into earnings as the hedged transaction(s) affect net income with the income statement effects recorded in the same financial statement line item used to present the earnings effect of the hedged item.

ASU 2017-12 also makes revisions to the current disclosure requirements for hedging activities to reflect the presentation of hedging results consistent with the changes to income statement classification and to improve the disclosure of the hedging results on the balance sheet. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018 with early adoption permitted in any period after issuance. Adoption for all existing hedging relationships is performed through a cumulative effect adjustment to the applicable balance sheet accounts with an offset to retained earnings as of the beginning of the fiscal year.

FHN early adopted the provisions of ASU 2017-12 in the first quarter of 2018. Prospectively, FHN will record components of hedging results for its fair value and cash flow hedges previously recognized in other expense within either interest income or interest expense. Additionally, FHN made cumulative effect adjustments to the hedged items, accumulated other comprehensive income and retained earnings as of the beginning of 2018. The magnitude of the cumulative effect adjustments and prospective effects are insignificant for FHN’s existing hedge relationships.

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Acquisitions and Divestitures

12 Months Ended

Dec. 31, 2017

Business Combinations [Abstract]

Acquisitions and Divestitures

Acquisitions and Divestitures

On November 30, 2017, FHN completed its acquisition of Capital Bank Financial Corporation ("CBF") and its subsidiaries, including Capital Bank Corporation for an aggregate of 92,043,171 shares of FHN common stock and $423.6 million in cash in a transaction valued at $2.2 billion. CBF operated 178 branches in North and South Carolina, Tennessee, Florida and Virginia at the time of closing.

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of November 30, 2017:

	Capital Bank Financial Corporation
	Purchase Accounting/
	As			Fair Value
	Acquired			Adjustments				As recorded
(Dollars in thousands)	(unaudited)			(unaudited)				by FHN
Assets:
Cash and cash equivalents	$	205,999		$	—			$	205,999
Trading securities	4,758			(4,758		)	(a)	—
Loans held-for-sale	—			134,003				134,003
Securities available-for-sale	1,017,867			175,526				1,193,393
Securities held-to-maturity	177,549			(177,549		)		—
Loans	7,596,049			(320,372		)		7,275,677
Allowance for loan losses	(45,711		)	45,711				—
CBF Goodwill	231,292			(231,292		)		—
Other intangible assets	24,498			119,302				143,800
Premises and equipment	196,298			37,054				233,352
OREO	43,077			(9,149		)		33,928
Other assets	617,232			41,320			(b)	658,552
Total assets acquired	$	10,068,908		$	(190,204	)		$	9,878,704
Liabilities:
Deposits	$	8,141,593		$	(849	)		$	8,140,744
Securities sold under agreements to repurchase	26,664			—				26,664
Other short-term borrowings	390,391			—				390,391
Term borrowings	119,486			67,683				187,169
Other liabilities	59,995			4,291				64,286
Total liabilities assumed	8,738,129			71,125				8,809,254
Net assets acquired	$	1,330,779		$	(261,329	)		1,069,450
Consideration paid:
Equity								(1,792,759		)
Cash								(423,592		)
Total consideration paid								(2,216,351		)
Goodwill								$	1,146,901

(a) Amount represents a conformity adjustment to align with FHN presentation.

(b) Amount primarily relates to a net deferred tax asset recorded for the effects of the purchase accounting adjustments.

Due to the timing of merger completion in relation to year end, the fact that back office functions (including loan and deposit processing) still have not been integrated, the evaluation of post-merger activity, and the extended information gathering and management review processes required to properly record acquired assets and liabilities, FHN considers its valuations of CBF's loans, loans held-for-sale, premises and equipment, OREO, other assets, tax receivables and payables, core deposit intangibles, other potential intangibles, time deposits, acquired debt, lease intangibles, other liabilities and acquired contingencies to be provisional as management continues to identify and assess information regarding the nature of these assets and liabilities and reviews the associated valuation assumptions and methodologies. Accordingly, the amounts recorded for current and deferred tax assets and liabilities are also considered provisional as FHN continues to evaluate the nature and extent of permanent and temporary (timing) differences between the book and tax bases of the acquired assets and liabilities assumed. Additionally, the accounting policies of both FHN and CBF are in the process of being reviewed in detail. Upon completion of such review, conforming adjustments or financial statement reclassification may be determined. See Note 17 - Contingencies and Other Disclosures for additional information related to acquired contingencies.

In relation to the acquisition, FHN has recorded preliminary goodwill of $1.1 billion, representing the excess of acquisition consideration over the estimated fair value of net assets acquired. All goodwill has been attributed to FHN’s Regional Banking segment (refer to Note 7 - Intangible Assets for additional information). This goodwill is the result of 1) the addition of an experienced workforce, 2) expected synergies to be realized within overlapping banking markets, 3) operational efficiencies to be obtained through integration of back office functions and 4) proportionately lower net operating costs from a larger company scale. $17.0 million of goodwill is expected to be deductible for tax purposes as a result of tax bases carryover resulting from prior CBF acquisitions. FHN’s operating results for 2017 include the operating results of the assets and liabilities acquired from CBF subsequent to the acquisition on November 30, 2017.

Following is a description of the methods used to determine the fair values of significant assets and liabilities presented above.

Cash and cash equivalents: The carrying amount of these assets is a reasonable estimate of fair value based on the short-term nature of these assets.

Securities available-for-sale: Fair values for securities are based on quoted prices where available. If quoted market prices are not available, fair value estimates are based on observable inputs obtained from market transactions in similar securities. Securities held-to-maturity were reclassified to securities available-for-sale based on FHN’s intent at closing.

Loans and loans held-for-sale: Fair values for loans were based on a discounted cash flow methodology that considered factors including the type of loan and related collateral, classification status, fixed or variable interest rate, term of loan, amortization status and current discount rates. Loans were aggregated according to similar characteristics when applying various valuation techniques. The discount rate does not include a factor for credit losses as that has been included as a reduction to the estimated cash flows. Loans held-for-sale were classified according to FHN’s intent at closing.

Intangible assets: Core deposit intangible ("CDI") represents the value of the relationships with deposit customers. The fair value was based on a discounted cash flow methodology that considered expected customer attrition rates, net maintenance cost of the deposit base, alternate costs of funds, and the interest costs associated with customer deposits. The CDI is being amortized over 10 years using an accelerated methodology based upon the period over which estimated economic benefits are estimated to be received. Lease intangibles are valued using a discounted cash flow methodology which compares the current contractual rental payments to estimated current market rents for the property.

Premises and Equipment: Land and buildings held-for-use are valued at appraised values, which reflect considerations of recent disposition values for similar property types with adjustments for characteristics of individual properties. Locations held-for-sale are valued at appraised values which also reference recent disposition values for similar property types but also considers marketability discounts for vacant properties. The valuations of locations held-for-sale are reduced by estimated costs to sell. Other fixed assets are valued using a discounted cash flow methodology which reflects estimates of the future value of the assets to a hypothetical buyer.

OREO: OREO properties are valued at estimated fair value less estimated costs to sell the real estate. Estimated fair value is determined using appraised values which includes consideration of recent disposition values for similar property types with adjustments for characteristics of individual properties.

Deposits: The fair values used for the demand and savings deposits by definition equal the amount payable on demand at the acquisition date. The fair values for time deposits are estimated using a discounted cash flow calculation using the remaining duration of the accounts and reflects the difference in interest rates currently being offered to the contractual interest rates on such time deposits.

Securities sold under agreements to repurchase and Other short-term borrowings: The carrying amount of these liabilities is a reasonable estimate of fair value based on the short-term nature of these liabilities.

Term borrowings: The fair values of long-term debt instruments are estimated based on quoted market prices for the instrument if available, or for similar instruments if not available, or by using discounted cash flow analysis, based on estimated current borrowing rates for similar types of instruments and considers whether the debt is currently callable. Estimated discount rates are determined from the perspective of the post-merger combined entity rather than the acquiree and/or original issuers.

The following table presents financial information regarding the former CBF operations included in FHN's Consolidated Statements of Income from the date of acquisition (November 30, 2017) through December 31, 2017. Additionally, the table presents unaudited proforma information as if the acquisition of CBF had occurred on January 1, 2016:

	Actual from acquisition date through
			Unaudited Pro Forma for
			Year Ended December 31
(Dollars in thousands)	December 31, 2017		2017		2016
Net interest income	$	31,253	$	1,165,006	$	1,033,218
Noninterest income	6,192		563,581		638,493
Pre-tax income	16,534		476,911		458,667
Net income available to common shareholders (a)	NM		274,416		293,981

(a) Net income available to common shareholders is not meaningful for actual CBF results from the acquisition date through December 31, 2017 because of the effect of tax reform.

The pro forma financial information and explanatory notes have been prepared to illustrate the effects of the merger between FHN and CBF under the acquisition method of accounting. The pro forma financial information is presented for illustrative purposes only and does not necessarily indicate the financial results of the combined companies had the companies actually been combined at the beginning of each period presented, nor does it necessarily indicate the results of operations in future periods or the future financial position of the combined entities. Cost savings and other business synergies related to the acquisition are not reflected in the pro forma amounts.

This unaudited pro forma information combines the historical consolidated results of operations of FHN and CBF for the periods presented and gives effect to the following nonrecurring adjustments:

Fair value adjustments: Pro forma adjust to net interest income of $34.5 million and $46.5 million for the years ended December 31, 2017 and 2016, respectively, to record estimated amortization of premiums and accretion of discounts on acquired loans, securities, deposits, and term borrowings.

CBF accretion/amortization: Pro forma adjustment to net interest income of $24.4 million and $25.9 million for the years ended December 31, 2017 and 2016, respectively, to eliminate CBF amortization of premiums and accretion of discounts and previously acquired loans, securities, and deposits.

Amortization of acquired intangibles: Pro forma adjustment to noninterest expense of $15.8 million and $18.0 million for the years ended December 31, 2017 and 2016, respectively, to record estimated amortization on acquired CDI and other lease intangibles.

Other adjustments: Pro forma results also include adjustments related to the removal of CBF's intangible amortization expense, amortization of previously acquired lease intangibles, and FHN's merger-related costs. Also includes adjustments to depreciation expense to record estimated fair value marks for CBF tangible assets, as well as income-tax effects of pro forma adjustments.

FHN incurred $1.0 million of costs associated with the equity issued to CBF shareholders. These costs have been netted against the balance of Capital surplus recognized for the equity portion of the purchase price. All expenses related to the merger and integration with CBF are recorded in FHN’s Corporate segment. Integration activities are expected to be substantially complete within 2018.

Total CBF merger and integration expenses recognized in 2017 are presented in the table below:

(Dollars in thousands)
Professional fees (a)	$	28,151
Employee compensation, incentives and benefits (b)	17,077
Contract employment and outsourcing (c)	1,270
Miscellaneous expense (d)	1,291
All other expense (e)	8,959
Total	$	56,748

(a) Primarily comprised of fees for investment bankers, legal, accounting, and merger consultants.

(b) Primarily comprised of fees for change in control, severance, and retention.

(c) Primarily relates to fees for temporary assistance for merger and integration activities.

(d) Consists of fees for operations services, travel and entertainment, communications and courier, advertising and public relations, computer software, equipment rentals, deprecation, and maintenance, supplies, and occupancy.

(e) Primarily relates to asset impairments related to the integration and other miscellaneous expenses.

On April 3, 2017, FTN Financial acquired substantially all of the assets and assumed substantially all of the liabilities of Coastal Securities, Inc. (“Coastal”), a national leader in the trading, securitization, and analysis of Small Business Administration (“SBA”) loans, for approximately $131 million in cash. Coastal, which was based in Houston, TX, also traded United States Department of Agriculture (“USDA”) loans and fixed income products and provided municipal underwriting and advisory services to its clients. Coastal’s government-guaranteed loan products, combined with FTN Financial’s existing SBA trading activities, have established an additional major product sector for FTN Financial.

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of April 3, 2017:

	Coastal Securities, Inc
	Purchase Accounting/
	As		Fair Value
	Acquired		Adjustments			As recorded
(Dollars in thousands)	(unaudited)		(unaudited)			by FHN
Assets:
Cash and cash equivalents	$	7,502	$	—		$	7,502
Interest-bearing cash	4,132		—			4,132
Trading securities	423,662		(284,580		)	139,082
Loans held-for-sale	—		236,088			236,088
Investment securities	—		1,413			1,413
Other intangible assets, net	—		27,300			27,300
Premises and equipment, net	1,229		—			1,229
Other assets	1,658		14			1,672
Total assets acquired	$	438,183	$	(19,765	)	$	418,418
Liabilities:
Securities sold under agreements to repurchase	$	201,595	$	—		$	201,595
Other short-term borrowings	33,509		—			33,509
Fixed income payables	143,647		(47,158		)	96,489
Other liabilities	958		(642		)	316
Total liabilities assumed	379,709		(47,800		)	331,909
Net assets acquired	$	58,474	$	28,035		86,509
Consideration paid:
Cash						(131,473		)
Goodwill						$	44,964

In relation to the acquisition, FHN has recorded $45.0 million in goodwill, representing the excess of acquisition consideration over the estimated fair value of net assets acquired (refer to Note 7 - Intangible Assets for additional information), and all of which is expected to be deductible for tax purposes. The goodwill is the result of adding an experienced workforce, establishing an additional major product sector for FTN Financial, expected synergies, and other factors. FHN's operating results for 2017 include the operating results of the acquired assets and assumed liabilities of Coastal subsequent to the acquisition on April 3, 2017.

On September 16, 2016, FTBNA acquired $537.4 million in unpaid principal balance (“UPB”) of restaurant franchise loans from GE Capital’s Southeast and Southwest regional portfolios. Subsequent to the acquisition the acquired loans were combined with existing FTBNA relationships to establish a franchise finance specialty banking business.

On October 2, 2015, FHN completed its acquisition of TrustAtlantic Financial Corporation (“TrustAtlantic Financial” or “TAF”), and its wholly-owned bank subsidiary TrustAtlantic Bank (“TAB”), for an aggregate of 5,093,657 shares of FHN common stock and $23.9 million in cash in a transaction valued at $96.7 million. Prior to the acquisition TAF and TAB were headquartered in Raleigh, North Carolina, where TAB had five branches located in the communities of Raleigh, Cary and Greenville. TAB merged into FTBNA on October 16, 2015 and the TAB branches became First Tennessee branches upon closing that merger. The acquisition expanded and strengthened FHN’s market share in its Mid-Atlantic region.

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of October 2, 2015:

	TrustAtlantic Financial Corporation
	Purchase Accounting/
	As			Fair Value
	Acquired			Adjustments			As recorded
(Dollars in thousands)	(unaudited)			(unaudited)			by FHN
Assets:
Cash and cash equivalents	$	18,801		$	—		$	18,801
Securities available-for-sale	73,822			(10		)	73,812
Loans, net of unearned income	298,050			(16,106		)	281,944
Allowance for loan losses	(4,639		)	4,639			—
Core deposit intangible	84			1,866			1,950
TAF Goodwill	3,721			(3,721		)	—
Premises and equipment, net	2,353			1,214			3,567
OREO	1,018			(95		)	923
Deferred tax asset	2,940			4,262			7,202
Other assets	10,638			1,135			11,773
Total assets acquired	$	406,788		$	(6,816	)	$	399,972
Liabilities:
Deposits	$	342,788		$	1,300		$	344,088
Other liabilities	3,173			1,407			4,580
Total liabilities assumed	345,961			2,707			348,668
Net assets acquired	$	60,827		$	(9,523	)	51,304
Consideration paid:
Equity consideration							(72,791		)
Cash							(23,888		)
Total consideration paid							(96,679		)
Goodwill							$	45,375

In relation to the acquisition, FHN recorded $45.4 million in goodwill, representing the excess of acquisition consideration over the estimated fair value of net assets acquired (refer to Note 7 – Intangible Assets for additional information). This goodwill is the result of expected operational synergies, expansion in the Mid-Atlantic region and other factors, and only an immaterial amount of goodwill is expected to be deductible for tax purposes. FHN’s operating results for 2017, 2016 and 2015 include the operating results of the acquired assets and assumed liabilities of TAF subsequent to the acquisition on October 2, 2015.

In addition to the transactions mentioned above, FHN acquires or divests assets from time to time in transactions that are considered business combinations or divestitures but are not material to FHN individually or in the aggregate. The most recent transaction of that type closed in October 2017, when FTBNA acquired the operations and certain assets of Professional Mortgage Company, Inc. ("PMC"). PMC is a provider of institutional debt capital and commercial mortgage loan servicing. Eleven professionals joined FTBNA's commercial real estate ("CRE") team as a result of the transaction, expanding the capabilities of its CRE platform.

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Investment Securities

12 Months Ended

Dec. 31, 2017

Marketable Securities [Abstract]

Investment Securities

Investment Securities

The following tables summarize FHN’s investment securities on December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available-for-sale:
U.S. treasuries	$	100	$	—	$	(1	)	$	99
Government agency issued mortgage-backed securities (“MBS”)	2,580,442		10,538		(13,604		)	2,577,376
Government agency issued collateralized mortgage obligations (“CMO”)	2,302,439		1,691		(34,272		)	2,269,858
Corporates and other debt	55,799		23		(40		)	55,782
Equity and other (a)	265,863		7		—			265,870
	$	5,204,643	$	12,259	$	(47,917	)	5,168,985
AFS debt securities recorded at fair value through earnings:
SBA-interest only strips (b)								1,270
Total securities available-for-sale (c)								$	5,170,255
Securities held-to-maturity:
Corporates and other debt	$	10,000	$	—	$	(99	)	$	9,901
Total securities held-to-maturity	$	10,000	$	—	$	(99	)	$	9,901

(a) Includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $134.6 million. The remainder is money market, mutual funds, and cost method investments.

(b) SBA-interest only strips are recorded at elected fair value. See Note 24 - Fair Value of Assets and Liabilities for additional information.

(c) Includes $4.0 billion of securities pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

	December 31, 2016
(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available-for-sale:
U.S. treasuries	$	100	$	—	$	—		$	100
Government agency issued MBS	2,217,593		14,960		(23,866		)	2,208,687
Government agency issued CMO	1,566,986		4,909		(23,937		)	1,547,958
Equity and other (a)	186,756		—		(2		)	186,754
Total securities available-for-sale (b)	$	3,971,435	$	19,869	$	(47,805	)	$	3,943,499
Securities held-to-maturity:
States and municipalities	$	4,347	$	393	$	—		$	4,740
Corporates and other debt	10,000		33		—			10,033
Total securities held-to-maturity	$	14,347	$	426	$	—		$	14,773

(a) Includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $68.6 million. The remainder is money market, mutual funds, and cost method investments.

(b) Includes $3.3 billion of securities 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 available-for-sale and held-to-maturity securities portfolios on December 31, 2017 are provided below:

	Held-to-Maturity				Available-for-Sale
(Dollars in thousands)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	—	$	—	$	—	$	—
After 1 year; within 5 years	—		—		55,899		55,900
After 5 years; within 10 years	10,000		9,901		—		1,085
After 10 years	—		—		—		166
Subtotal	10,000		9,901		55,899		57,151
Government agency issued MBS and CMO (a)	—		—		4,882,881		4,847,234
Equity and other	—		—		265,863		265,870
Total	$	10,000	$	9,901	$	5,204,643	$	5,170,255

(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.

The table below provides information on gross gains and gross losses from investment securities for the year ended December 31:

	Available-for-Sale
(Dollars in thousands)	2017			2016			2015
Gross gains on sales of securities	$	2,514		$	5,754		$	5,630
Gross (losses) on sales of securities	(1,922		)	(4,213		)	(3,503		)
Net gain/(loss) on sales of securities (a) (b)	592			1,541			2,127
OTTI recorded (c)	—			(200		)	(749		)
Total securities gain/(loss), net	$	592		$	1,341		$	1,378

(a) Proceeds from sales during 2017, 2016 and 2015 were $937.0 million, $444.2 million and $69.7 million, respectively. 2016 includes a $1.5 million net gain from exchanges of approximately $736 million of AFS debt securities; 2015 includes a $1.8 million gain from an exchange of approximately $335 million of AFS debt securities.

(b) 2017 includes a $.4 million gain associated with the call of a $4.4 million held-to-maturity municipal bond.

(c) OTTI recorded is related to equity securities.

The following tables provide information on investments within the available-for-sale portfolio that had unrealized losses as of December 31, 2017 and 2016:

	As of December 31, 2017
	Less than 12 months					12 months or longer					Total
(Dollars in thousands)	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
U.S. treasuries	$	99	$	(1	)	$	—	$	—		$	99	$	(1	)
Government agency issued MBS	1,455,476		(4,738		)	331,900		(8,866		)	1,787,376		(13,604		)
Government agency issued CMO	1,043,987		(7,464		)	832,173		(26,808		)	1,876,160		(34,272		)
Corporates and other debt	15,294		(40		)	—		—			15,294		(40		)
Total temporarily impaired securities	$	2,514,856	$	(12,243	)	$	1,164,073	$	(35,674	)	$	3,678,929	$	(47,917	)

	As of December 31, 2016
	Less than 12 months					12 months or longer					Total
(Dollars in thousands)	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
Government agency issued MBS	$	1,912,126	$	(23,866	)	$	—	$	—		$	1,912,126	$	(23,866	)
Government agency issued CMO	1,059,471		(19,052		)	116,527		(4,885		)	1,175,998		(23,937		)
Total debt securities	2,971,597		(42,918		)	116,527		(4,885		)	3,088,124		(47,803		)
Equity	7		(2		)	—		—			7		(2		)
Total temporarily impaired securities	$	2,971,604	$	(42,920	)	$	116,527	$	(4,885	)	$	3,088,131	$	(47,805	)

FHN has reviewed investment securities that were in unrealized loss positions in accordance with its accounting policy for OTTI and does not consider them other-than-temporarily impaired. For 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. The decline in value is primarily attributable to changes in interest rates and not credit losses. For equity securities, FHN has both the ability and intent to hold these securities for the time necessary to recover the amortized cost.

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Loans

12 Months Ended

Dec. 31, 2017

Receivables [Abstract]

Loans

Loans

The following table provides the balance of loans, net of unearned income, by portfolio segment as of December 31, 2017 and 2016:

	December 31
(Dollars in thousands)	2017		2016
Commercial:
Commercial, financial, and industrial	$	16,057,273	$	12,148,087
Commercial real estate	4,214,695		2,135,523
Consumer:
Consumer real estate (a)	6,367,755		4,523,752
Permanent mortgage	399,307		423,125
Credit card & other	619,899		359,033
Loans, net of unearned income	$	27,658,929	$	19,589,520
Allowance for loan losses	189,555		202,068
Total net loans	$	27,469,374	$	19,387,452

(a) Balances as of December 31, 2017 and 2016, include $24.2 million and $35.9 million of restricted real estate loans, respectively. See Note 21—Variable Interest Entities for additional information.

COMPONENTS OF THE LOAN PORTFOLIO

The loan portfolio is disaggregated into 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 determined based on the initial measurement attribute (i.e., amortized cost or purchased credit-impaired), risk characteristics of the loan, and FHN’s method for monitoring and assessing credit risk. Commercial loan portfolio segments include commercial, financial and industrial (“C&I”) and commercial real estate ("CRE"). Commercial classes within C&I include general C&I, loans to mortgage companies, the trust preferred loans (“TRUPS”) (i.e. long-term unsecured loans to bank and insurance-related businesses) portfolio and purchased credit-impaired (“PCI”) loans. Loans to mortgage companies include 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. Commercial classes within CRE include income CRE, residential CRE and PCI loans. Consumer loan portfolio segments include consumer real estate, permanent mortgage, and the credit card and other portfolio. Consumer classes include home equity lines of credit (“HELOCs”), real estate (“R/E”) installment and PCI loans within the consumer real estate segment, permanent mortgage (which is both a segment and a class), and credit card and other.

Concentrations

FHN has a concentration of residential real estate loans (24 percent of total loans), the majority of which is in the consumer real estate segment (23 percent of total loans). Loans to finance and insurance companies total $2.9 billion (18 percent of the C&I portfolio, or 10 percent of the total loans). FHN had loans to mortgage companies totaling $2.1 billion (13 percent of the C&I segment, or 8 percent of total loans) as of December 31, 2017. As a result, 31 percent of the C&I segment is sensitive to impacts on the financial services industry.

Restrictions

On December 31, 2017, $4.6 billion of commercial loans were pledged to secure potential discount window borrowings from the Federal Reserve Bank. Additionally, as of December 31, 2017 and 2016, FHN pledged all of its first and second lien mortgages and HELOCs, excluding restricted real estate loans to secure potential borrowings from the FHLB-Cincinnati. Restricted loans secure borrowings associated with consolidated VIEs. See Note 21 - Variable Interest Entities for additional discussion.

Acquisition

On November 30, 2017, FHN completed its acquisition of CBF. The acquisition included $7.6 billion in unpaid balance of loans with a fair value of $7.4 billion of which $132.8 million is held-for-sale.

Generally, the fair value for the acquired loans is estimated using a discounted cash flow analysis with significant unobservable inputs (Level 3) including adjustments for expected credit losses, prepayment speeds, current market rates for similar loans, and an adjustment for investor-required yield given product-type and various risk characteristics.

At acquisition, FHN designated certain loans as PCI with the remaining loans accounted for under ASC 310-20, “Nonrefundable Fees and Other Costs”. Of the loans designated as PCI at acquisition, $5.0 million is held-for-sale. For loans accounted for under ASC 310-20, the difference between each loan’s book value and the estimated fair value at the time of the acquisition will be accreted into interest income over its remaining contractual life and the subsequent accounting and reporting will be similar to a loan in FHN’s originated portfolio.

The following tables reflect FHN's contractually required payments receivable, cash flows expected to be collected and the fair value of the acquired loans at the acquisition date of November 30, 2017. These amounts are considered provisional as management continues to identify and assess information regarding the nature of these assets and reviews the associated valuation assumptions and methodologies.

	Non-PCI Loans
(Dollars in thousands)	November 30, 2017
Contractually required payments including interest	$	9,182,610
Less : expected losses and foregone interest	(801,546		)
Cash flows expected to be collected	8,381,064
Fair value of loans acquired (a)	$	7,229,948

(a) Includes $127.8 million of loans held-for-sale.

	PCI Loans
(Dollars in thousands)	November 30, 2017
Contractually required payments including interest	$	258,950
Less : nonaccretable difference	(77,022		)
Cash flows expected to be collected	181,928
Less : accretable yield	(13,957		)
Fair value of loans acquired (a)	$	167,971

(a) Includes $5.0 million of loans held-for-sale.

The following table presents a rollforward of the accretable yield for the year ended December 31, 2017 and 2016:

	Year Ended December 31
(Dollars in thousands)	2017			2016
Balance, beginning of period	$	6,871		$	8,542
Addition	13,957			2,883
Accretion	(3,564		)	(3,963		)
Adjustment for payoffs	(1,917		)	(6,409		)
Adjustment for charge-offs	(45		)	(674		)
Adjustment for pool excess recovery (a)	(222		)	—
Increase in accretable yield (b)	467			6,525
Other	76			(33		)
Balance, end of period	$	15,623		$	6,871

(a) Represents the removal of accretable difference for the remaining loans in a pool which is now in a recovery state.

(b) Includes changes in the accretable yield due to both transfers from the nonaccretable difference and the impact of changes in the expected timing of the cash flows.

At December 31, 2017, the ALLL related to PCI loans was $3.2 million compared to $.7 million at December 31, 2016. Net charge-offs related to PCI loans during 2017 were $.1 million, compared to $.4 million in 2016. The loan loss provision expense related to PCI loans during 2017 was $2.5 million, compared to a loan loss provision credit of $.5 million during 2016.

The following table reflects the outstanding principal balance and carrying amounts of the acquired PCI loans as of December 31, 2017 and 2016:

	December 31, 2017				December 31, 2016
(Dollars in thousands)	Carrying value		Unpaid balance		Carrying value		Unpaid balance
Commercial, financial and industrial	$	102,330	$	115,296	$	40,368	$	41,608
Commercial real estate	30,375		35,472		4,763		6,514
Consumer real estate	38,176		42,568		1,172		1,677
Credit card and other	5,500		6,351		52		64
Total	$	176,381	$	199,687	$	46,355	$	49,863

Impaired Loans

The following tables provide information at December 31, 2017 and 2016, by class related to individually impaired loans and consumer TDRs, regardless of accrual status. Recorded investment is defined as the amount of the investment in a loan, excluding any valuation allowance but including any direct write-down of the investment. For purposes of this disclosure, PCI loans and the TRUPs valuation allowance have been excluded.

	December 31, 2017
(Dollars in thousands)	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded:
Commercial:
General C&I	$	8,183	$	17,372	$	—	$	7,810	$	—
Income CRE	—		—		—		—		—
Total	$	8,183	$	17,372	$	—	$	7,810	$	—
Consumer:
HELOC (a)	$	9,258	$	19,193	$	—	$	10,374	$	—
R/E installment loans (a)	4,093		4,663		—		4,076		—
Permanent mortgage (a)	5,132		7,688		—		5,602		—
Total	$	18,483	$	31,544	$	—	$	20,052	$	—
Impaired loans with related allowance recorded:
Commercial:
General C&I	$	31,774	$	38,256	$	5,119	$	29,183	$	773
TRUPS	3,067		3,700		925		3,139		—
Income CRE	1,612		1,612		49		1,695		52
Residential CRE	795		1,263		83		1,106		10
Total	$	37,248	$	44,831	$	6,176	$	35,123	$	835
Consumer:
HELOC	$	72,469	$	75,207	$	14,382	$	77,454	$	2,261
R/E installment loans	43,075		43,827		8,793		48,473		1,246
Permanent mortgage	79,662		90,934		12,105		81,422		2,455
Credit card & other	593		593		311		406		11
Total	$	195,799	$	210,561	$	35,591	$	207,755	$	5,973
Total commercial	$	45,431	$	62,203	$	6,176	$	42,933	$	835
Total consumer	$	214,282	$	242,105	$	35,591	$	227,807	$	5,973
Total impaired loans	$	259,713	$	304,308	$	41,767	$	270,740	$	6,808

(a) All discharged bankruptcy loans are charged down to an estimate of net realizable value and do not carry any allowance.

	December 31, 2016
(Dollars in thousands)	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded:
Commercial:
General C&I	$	10,419	$	16,636	$	—	$	12,009	$	—
Income CRE	—		—		—		1,543		—
Total	$	10,419	$	16,636	$	—	$	13,552	$	—
Consumer:
HELOC (a)	$	11,383	$	21,662	$	—	$	11,168	$	—
R/E installment loans (a)	3,957		4,992		—		4,255		—
Permanent mortgage (a)	5,311		7,899		—		4,418		—
Total	$	20,651	$	34,553	$	—	$	19,841	$	—
Impaired loans with related allowance recorded:
Commercial:
General C&I	$	34,334	$	34,470	$	3,294	$	30,836	$	902
TRUPS	3,209		3,700		925		3,274		—
Income CRE	1,831		2,209		62		3,757		70
Residential CRE	1,293		1,761		132		1,360		22
Total	$	40,667	$	42,140	$	4,413	$	39,227	$	994
Consumer:
HELOC	$	84,711	$	87,126	$	15,927	$	87,659	$	2,092
R/E installment loans	53,409		54,559		12,875		57,906		1,370
Permanent mortgage	88,615		100,983		12,470		91,838		2,310
Credit card & other	306		306		133		345		13
Total	$	227,041	$	242,974	$	41,405	$	237,748	$	5,785
Total commercial	$	51,086	$	58,776	$	4,413	$	52,779	$	994
Total consumer	$	247,692	$	277,527	$	41,405	$	257,589	$	5,785
Total impaired loans	$	298,778	$	336,303	$	45,818	$	310,368	$	6,779

(a) All discharged bankruptcy loans are charged down to an estimate of net realizable value and do not carry any allowance.

Asset Quality Indicators

FHN employs a dual grade commercial risk grading methodology to assign an estimate for the probability of default (“PD”) and the loss given default (“LGD”) 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 portfolio by analyzing the migration of loans between grading categories. It is also integral to the estimation methodology utilized in determining the allowance for loan losses 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; a PD 1 has the lowest expected default probability, and probabilities increase as grades progress down the scale. 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). Pass loan grades are required to be reassessed annually or earlier whenever there has been a material change in the financial condition of the borrower or risk characteristics of the relationship. All commercial loans over $1 million and certain commercial loans over $500,000 that are graded 13 or worse are reassessed on a quarterly basis. Loan grading discipline is regularly reviewed internally by Credit Assurance Services to determine if the process continues to result in accurate loan grading across the portfolio. FHN may utilize availability of guarantors/sponsors to support lending decisions during the credit underwriting process and when determining the assignment of internal loan grades. LGD grades are assigned based on a scale of 1-12 and represent FHN’s expected recovery based on collateral type in the event a loan defaults. See Note 5 – Allowance for Loan Losses for further discussion on the credit grading system.

The following tables provide the balances of commercial loan portfolio classes with associated allowance, disaggregated by PD grade as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	General C&I		Loans to Mortgage Companies		TRUPS (a)		Income CRE		Residential CRE		Total		Percentage of Total		Allowance for Loan Losses
PD Grade:
1	$	526,825	$	—	$	—	$	2,691	$	—	$	529,516	3	%	$	70
2	862,217		—		—		1,935		67		864,219		4		339
3	560,529		652,982		—		226,126		39		1,439,676		7		272
4	931,667		629,432		—		333,364		—		1,894,463		9		854
5	1,430,153		328,477		—		447,534		2,383		2,208,547		11		7,355
6	1,633,060		335,169		—		491,604		3,062		2,462,895		12		10,495
7	2,227,774		47,720		—		584,973		9,324		2,869,791		14		13,490
8	1,073,178		35,266		—		260,425		6,216		1,375,085		7		21,831
9	2,837,501		70,915		—		1,514,609		22,843		4,445,868		22		9,804
10	366,971		—		—		46,606		4,421		417,998		2		8,808
11	222,405		—		—		34,213		2,827		259,445		1		6,784
12	415,499		—		—		158,128		3,616		577,243		3		5,882
13	193,429		—		303,848		16,907		53		514,237		3		7,265
14,15,16	224,093		—		—		7,142		800		232,035		1		24,400
Collectively evaluated for impairment	13,505,301		2,099,961		303,848		4,126,257		55,651		20,091,018		99		117,649
Individually evaluated for impairment	39,957		—		3,067		1,612		795		45,431		—		6,176
Purchased credit-impaired loans	105,139		—		—		28,494		1,886		135,519		1		2,813
Total commercial loans	$	13,650,397	$	2,099,961	$	306,915	$	4,156,363	$	58,332	$	20,271,968	100	%	$	126,638

	December 31, 2016
(Dollars in thousands)	General C&I		Loans to Mortgage Companies		TRUPS (a)		Income CRE		Residential CRE		Total		Percentage of Total		Allowance for Loan Losses
PD Grade:
1	$	465,179	$	—	$	—	$	1,078	$	—	$	466,257	3	%	$	77
2	791,183		—		—		11,742		87		803,012		6		403
3	491,386		462,486		—		153,670		—		1,107,542		8		304
4	978,282		332,107		—		222,422		—		1,532,811		11		953
5	1,232,401		275,209		—		365,653		702		1,873,965		13		6,670
6	1,540,519		614,109		—		338,344		9,338		2,502,310		17		10,403
7	1,556,117		317,283		—		352,390		2,579		2,228,369		16		14,010
8	963,359		30,974		—		425,503		2,950		1,422,786		10		25,986
9	611,774		4,299		—		105,277		4,417		725,767		5		13,857
10	355,359		8,663		—		50,484		9,110		423,616		3		8,400
11	238,230		—		—		20,600		6,541		265,371		2		6,556
12	170,531		—		—		15,395		4,168		190,094		1		6,377
13	121,276		—		304,236		6,748		311		432,571		3		4,225
14,15,16	194,572		59		—		16,313		1,659		212,603		1		20,297
Collectively evaluated for impairment	9,710,168		2,045,189		304,236		2,085,619		41,862		14,187,074		99		118,518
Individually evaluated for impairment	44,753		—		3,209		1,831		1,293		51,086		1		4,413
Purchased credit-impaired loans	40,532		—		—		4,583		335		45,450		—		319
Total commercial loans	$	9,795,453	$	2,045,189	$	307,445	$	2,092,033	$	43,490	$	14,283,610	100	%	$	123,250

(a) Balances as of December 31, 2017 and 2016, presented net of a $25.5 million valuation allowance. Based on the underlying structure of the notes, the best possible internal grade is “13”.

(b) The increase in loans year over year is not comparable to the change in allowance year over year as CBF loans are recorded at fair value.

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 Fair Isaac Corporation (“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 percentage of balances outstanding by average, refreshed FICO scores for the HELOC, real estate installment, and permanent mortgage classes of loans as of December 31, 2017 and 2016:

	December 31, 2017						December 31, 2016
	HELOC		R/E Installment Loans		Permanent Mortgage		HELOC		R/E Installment Loans		Permanent Mortgage
FICO score 740 or greater	60.0	%	73.1	%	46.4	%	56.9	%	70.3	%	45.0	%
FICO score 720-739	8.7		8.0		12.8		8.8		8.3		9.5
FICO score 700-719	8.3		6.4		9.2		8.6		6.8		9.2
FICO score 660-699	11.1		7.2		14.8		13.2		8.4		17.1
FICO score 620-659	4.9		2.8		7.3		5.6		3.5		9.1
FICO score less than 620 (a)	7.0		2.5		9.5		6.9		2.7		10.1
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

(a) For this group, a majority of the loan balances had FICO scores at the time of the origination that exceeded 620 but have since deteriorated as the loans have seasoned.

Nonaccrual and Past Due Loans

The following table reflects accruing and non-accruing loans by class on December 31, 2017:

	Accruing								Non-Accruing
(Dollars in thousands)	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
Commercial (C&I):
General C&I	$	13,508,635	$	8,442	$	95	$	13,517,172	$	1,761	$	7,019	$	19,306	$	28,086	$	13,545,258
Loans to mortgage companies	2,099,961		—		—		2,099,961		—		—		—		—		2,099,961
TRUPS (a)	303,848		—		—		303,848		—		—		3,067		3,067		306,915
Purchased credit-impaired loans	82,515		3,065		19,559		105,139		—		—		—		—		105,139
Total commercial (C&I)	15,994,959		11,507		19,654		16,026,120		1,761		7,019		22,373		31,153		16,057,273
Commercial real estate:
Income CRE	4,126,411		856		—		4,127,267		56		—		546		602		4,127,869
Residential CRE	55,655		—		—		55,655		—		—		791		791		56,446
Purchased credit-impaired loans	26,501		1,828		2,051		30,380		—		—		—		—		30,380
Total commercial real estate	4,208,567		2,684		2,051		4,213,302		56		—		1,337		1,393		4,214,695
Consumer real estate:
HELOC	1,738,493		17,828		9,702		1,766,023		40,508		3,626		8,354		52,488		1,818,511
R/E installment loans	4,480,953		7,189		3,573		4,491,715		14,439		1,957		2,603		18,999		4,510,714
Purchased credit-impaired loans	35,356		2,016		1,158		38,530		—		—		—		—		38,530
Total consumer real estate	6,254,802		27,033		14,433		6,296,268		54,947		5,583		10,957		71,487		6,367,755
Permanent mortgage	365,527		3,930		3,460		372,917		13,245		1,052		12,093		26,390		399,307
Credit card & other:
Credit card	193,940		1,371		1,053		196,364		—		—		—		—		196,364
Other	415,070		2,666		103		417,839		31		—		165		196		418,035
Purchased credit-impaired loans	2,993		1,693		814		5,500		—		—		—		—		5,500
Total credit card & other	612,003		5,730		1,970		619,703		31		—		165		196		619,899
Total loans, net of unearned income	$	27,435,858	$	50,884	$	41,568	$	27,528,310	$	70,040	$	13,654	$	46,925	$	130,619	$	27,658,929

(a) TRUPS is presented net of the valuation allowance of $25.5 million.

The following table reflects accruing and non-accruing loans by class on December 31, 2016:

	Accruing								Non-Accruing
(Dollars in thousands)	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
Commercial (C&I):
General C&I	$	9,720,231	$	5,199	$	23	$	9,725,453	$	16,106	$	374	$	12,988	$	29,468	$	9,754,921
Loans to mortgage companies	2,041,408		3,722		—		2,045,130		—		—		59		59		2,045,189
TRUPS (a)	304,236		—		—		304,236		—		—		3,209		3,209		307,445
Purchased credit-impaired loans	40,113		185		234		40,532		—		—		—		—		40,532
Total commercial (C&I)	12,105,988		9,106		257		12,115,351		16,106		374		16,256		32,736		12,148,087
Commercial real estate:
Income CRE	2,085,455		14		—		2,085,469		232		460		1,289		1,981		2,087,450
Residential CRE	42,182		178		—		42,360		—		—		795		795		43,155
Purchased credit-impaired loans	4,809		109		—		4,918		—		—		—		—		4,918
Total commercial real estate	2,132,446		301		—		2,132,747		232		460		2,084		2,776		2,135,523
Consumer real estate:
HELOC	1,602,640		17,997		10,859		1,631,496		46,964		4,201		8,922		60,087		1,691,583
R/E installment loans	2,794,866		7,844		5,158		2,807,868		17,989		2,383		2,353		22,725		2,830,593
Purchased credit-impaired loans	1,319		164		93		1,576		—		—		—		—		1,576
Total consumer real estate	4,398,825		26,005		16,110		4,440,940		64,953		6,584		11,275		82,812		4,523,752
Permanent mortgage	385,972		4,544		5,428		395,944		11,867		2,194		13,120		27,181		423,125
Credit card & other:
Credit card	188,573		1,622		1,456		191,651		—		—		—		—		191,651
Other	166,062		992		134		167,188		—		—		142		142		167,330
Purchased credit-impaired loans	52		—		—		52		—		—		—		—		52
Total credit card & other	354,687		2,614		1,590		358,891		—		—		142		142		359,033
Total loans, net of unearned income	$	19,377,918	$	42,570	$	23,385	$	19,443,873	$	93,158	$	9,612	$	42,877	$	145,647	$	19,589,520

(a) TRUPS is presented net of the valuation allowance of $25.5 million.

Troubled Debt Restructurings

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. Extensions and 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.

A modification is classified as a TDR if the borrower is experiencing financial difficulty and it is determined that FHN has granted a concession to the borrower. 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. Many aspects of a borrower’s financial situation are assessed when determining whether they are experiencing financial difficulty. Concessions could include extension of the maturity date, reductions of the interest rate (which may make the rate lower than current market for a new loan with similar risk), reduction or forgiveness of accrued interest, or principal forgiveness. The assessments of whether a borrower is experiencing (or is likely to experience) financial difficulty, and whether a concession has been granted, are subjective in nature and management’s judgment is required when determining whether a modification is classified as a TDR.

For all classes within the commercial portfolio segment, TDRs are typically modified through forbearance agreements (generally 6 to 12 months). Forbearance agreements could include reduced interest rates, reduced payments, release of guarantor, or entering into short sale agreements. FHN’s proprietary modification programs for consumer loans are generally structured using parameters of U.S. government-sponsored programs such as the former Home Affordable Modification Program (“HAMP”). Within the HELOC and R/E installment loans classes of the consumer portfolio segment, TDRs are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 1 percent 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 percent per year until the original interest rate prior to modification is achieved. Permanent mortgage TDRs are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 2 percent 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, TDRs 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, customers are granted a rate reduction to 0 percent and term extensions for up to 5 years to pay off the remaining balance.

Despite the absence of a loan modification, the discharge of personal liability through bankruptcy proceedings is considered a concession. As a result, FHN classifies all non-reaffirmed residential real estate loans discharged in Chapter 7 bankruptcy as nonaccruing TDRs.

On December 31, 2017 and 2016, FHN had $234.4 million and $285.2 million of portfolio loans classified as TDRs, respectively. For TDRs in the loan portfolio, FHN had loan loss reserves of $37.3 million, or 16 percent as of December 31, 2017, and $44.9 million, or 16 percent as of December 31, 2016. Additionally, $63.2 million and $69.3 million of loans held-for-sale as of December 31, 2017 and 2016, respectively, were classified as TDRs.

The following tables reflect portfolio loans that were classified as TDRs during the year ended December 31, 2017 and 2016:

	2017					2016
(Dollars in thousands)	Number	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Number	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment
Commercial (C&I):
General C&I	5	$	1,095	$	1,086	8	$	23,876	$	22,026
Total commercial (C&I)	5	1,095		1,086		8	23,876		22,026
Commercial real estate:
Income CRE	1	199		198		1	100		99
Total commercial real estate	1	199		198		1	100		99
Consumer real estate:
HELOC	143	12,739		12,422		236	21,173		20,937
R/E installment loans	53	4,092		4,027		51	4,918		5,193
Total consumer real estate	196	16,831		16,449		287	26,091		26,130
Permanent mortgage	34	5,078		5,045		13	4,811		4,802
Credit card & other	91	572		550		23	116		110
Total troubled debt restructurings	327	$	23,775	$	23,328	332	$	54,994	$	53,167

The following tables present TDRs which re-defaulted during 2017 and 2016, and as to which the modification occurred 12 months or less prior to the re-default. For purposes of this disclosure, FHN generally defines payment default as 30 or more days past due.

	2017			2016
(Dollars in thousands)	Number	Recorded Investment		Number	Recorded Investment
Commercial (C&I):
General C&I	5	$	11,498	1	$	77
Total commercial (C&I)	5	11,498		1	77
Commercial real estate:
Income CRE	1	88		—	—
Total commercial real estate	1	88		—	—
Consumer real estate:
HELOC	5	776		3	154
R/E installment loans	—	—		3	1,560
Total consumer real estate	5	776		6	1,714
Permanent mortgage	3	715		—	—
Credit card & other	10	77		—	—
Total troubled debt restructurings	24	$	13,154	7	$	1,791

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Allowance for Loan Losses

12 Months Ended

Dec. 31, 2017

Accounts, Notes, Loans and Financing Receivable, Gross, Allowance, and Net [Abstract]

Allowance

Allowance for Loan Losses

As discussed in Note 1 - Summary of Significant Accounting Polices, the ALLL includes the following components: reserves for commercial loans evaluated based on pools of credit graded loans and reserves for pools of smaller-balance homogeneous consumer loans, both determined in accordance with ASC 450-20-50, and to a lesser extent, reserves determined in accordance with ASC 310-10-35 for loans determined by management to be individually impaired and an allowance associated with PCI loans.

For commercial loans, ASC 450-20-50 reserves are established using historical net loss factors by grade level, loan product, and business segment. The ALLL for smaller-balance homogeneous consumer loans is determined based on pools of similar loan types that have similar credit risk characteristics. ASC 450-20-50 reserves for the consumer portfolio are determined using segmented roll-rate models that incorporate various factors including historical delinquency trends, experienced loss frequencies, and experienced loss severities. Generally, reserves for consumer loans reflect inherent losses in the portfolio that are expected to be recognized over the following twelve months. The historical net loss factors for both commercial and consumer ASC 450-20-50 reserve models are subject to qualitative adjustments by management to reflect current events, trends, and conditions (including economic considerations and trends), which are not fully captured in the historical net loss factors. The pace of the economic recovery, performance of the housing market, unemployment levels, labor participation rate, the regulatory environment, regulatory guidance, and portfolio segment-specific trends, are examples of additional factors considered by management in determining the ALLL. Additionally, management considers the inherent uncertainty of quantitative models that are driven by historical loss data. Management evaluates the periods of historical losses that are the basis for the loss rates used in the quantitative models and selects historical loss periods that are believed to be the most reflective of losses inherent in the loan portfolio as of the balance sheet date. Management also periodically reviews an analysis of the loss emergence period which is the amount of time it takes for a loss to be confirmed (initial charge-off) after a loss event has occurred. FHN performs extensive studies as it relates to the historical loss periods used in the model and the loss emergence period and model assumptions are adjusted accordingly.

Impairment related to individually impaired loans is measured in accordance with ASC 310-10. For all commercial portfolio segments, commercial TDRs and other individually impaired commercial loans are measured based on the present value of expected future payments discounted at the loan’s effective interest rate (“the DCF method”), observable market prices, or for loans that are solely dependent on the collateral for repayment, the net realizable value (collateral value less estimated costs to sell). Impaired loans also include consumer TDRs. Generally, the allowance for TDRs in all consumer portfolio segments is determined by estimating the expected future cash flows using the modified interest rate (if an interest rate concession), incorporating payoff and net charge-off rates specific to the TDRs within the portfolio segment being assessed, and discounted using the pre-modification interest rate. The discount rates of variable rate TDRs are adjusted to reflect changes in the interest rate index to which the rates are tied. The discounted cash flows are then compared to the outstanding principal balance in order to determine required reserves. Residential real estate loans discharged through bankruptcy are collateral-dependent and are charged down to net realizable value (collateral value less estimated costs to sell).

The following table provides a rollforward of the allowance for loan losses by portfolio segment for December 31, 2017, 2016 and 2015:

(Dollars in thousands)	C&I			Commercial Real Estate			Consumer Real Estate			Permanent Mortgage			Credit Card and Other			Total
Balance as of January 1, 2017	$	89,398		$	33,852		$	50,357		$	16,289		$	12,172		$	202,068
Charge-offs	(17,657		)	(195		)	(13,156		)	(2,179		)	(13,207		)	(46,394		)
Recoveries	4,568			966			22,723			2,509			3,115			33,881
Provision/(provision credit) for loan losses	21,902			(6,196		)	(22,553		)	(1,054		)	7,901			—
Balance as of December 31, 2017	98,211			28,427			37,371			15,565			9,981			189,555
Allowance - individually evaluated for impairment	6,044			132			23,175			12,105			311			41,767
Allowance - collectively evaluated for impairment	89,358			28,291			13,841			3,460			9,670			144,620
Allowance - purchased credit-impaired loans	2,809			4			355			—			—			3,168
Loans, net of unearned as of December 31, 2017:
Individually evaluated for impairment	43,024			2,407			128,895			84,794			593			259,713
Collectively evaluated for impairment	15,909,110			4,181,908			6,200,330			314,513			613,806			27,219,667
Purchased credit-impaired loans	105,139			30,380			38,530			—			5,500			179,549
Total loans, net of unearned income	$	16,057,273		$	4,214,695		$	6,367,755		$	399,307		$	619,899		$	27,658,929
Balance as of January 1, 2016	$	73,637		$	25,159		$	80,614		$	18,947		$	11,885		$	210,242
Charge-offs	(18,460		)	(1,371		)	(21,993		)	(1,591		)	(14,224		)	(57,639		)
Recoveries	6,795			1,927			23,719			2,403			3,621			38,465
Provision/(provision credit) for loan losses	27,426			8,137			(31,983		)	(3,470		)	10,890			11,000
Balance as of December 31, 2016	89,398			33,852			50,357			16,289			12,172			202,068
Allowance - individually evaluated for impairment	4,219			194			28,802			12,470			133			45,818
Allowance - collectively evaluated for impairment	85,015			33,503			21,151			3,819			12,039			155,527
Allowance - purchased credit-impaired loans	164			155			404			—			—			723
Loans, net of unearned as of December 31, 2016:
Individually evaluated for impairment	47,962			3,124			153,460			93,926			306			298,778
Collectively evaluated for impairment	12,059,593			2,127,481			4,368,716			329,199			358,675			19,243,664
Purchased credit-impaired loans	40,532			4,918			1,576			—			52			47,078
Total loans, net of unearned income	$	12,148,087		$	2,135,523		$	4,523,752		$	423,125		$	359,033		$	19,589,520
Balance as of January 1, 2015	$	67,011		$	18,574		$	113,011		$	19,122		$	14,730		$	232,448
Charge-offs	(22,406		)	(3,550		)	(30,068		)	(3,141		)	(16,691		)	(75,856		)
Recoveries	13,339			1,876			23,895			1,687			3,853			44,650
Provision/(provision credit) for loan losses	15,693			8,259			(26,224		)	1,279			9,993			9,000
Balance as of December 31, 2015	73,637			25,159			80,614			18,947			11,885			210,242
Allowance - individually evaluated for impairment	3,643			481			31,278			15,463			167			51,032
Allowance - collectively evaluated for impairment	69,980			23,519			48,828			3,484			11,717			157,528
Allowance - purchased credit-impaired loans	14			1,159			508			—			1			1,682
Loans, net of unearned as of December 31, 2015:
Individually evaluated for impairment	30,472			9,055			165,684			102,461			377			308,049
Collectively evaluated for impairment	10,389,841			1,644,792			4,596,654			351,662			354,106			17,337,055
Purchased credit-impaired loans	16,077			21,088			4,180			—			53			41,398
Total loans, net of unearned income	$	10,436,390		$	1,674,935		$	4,766,518		$	454,123		$	354,536		$	17,686,502

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Premises, Equipment, and Leases

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment [Abstract]

Premises, Equipment, and Leases

Premises, Equipment, and Leases

Premises and equipment on December 31 are summarized below:

(Dollars in thousands)	2017		2016
Land	$	104,454	$	59,343
Buildings	472,619		340,593
Leasehold improvements	26,640		26,956
Furniture, fixtures, and equipment	194,057		180,157
Fixed assets held-for-sale (a)	53,195		5,832
Premises and equipment, at cost	850,965		612,881
Less accumulated depreciation and amortization	318,714		323,496
Premises and equipment, net	$	532,251	$	289,385

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

(a) Primarily comprised of land and buildings.

FHN is obligated under a number of noncancelable operating leases for premises with terms up to 30 years, which may include the payment of taxes, insurance and maintenance costs. Operating leases for equipment are not material.

In 2017 and 2016, FHN recognized $6.0 million and $5.0 million, respectively, of fixed asset impairments and lease abandonment charges related to branch closures which are included in All other losses on the Consolidated Statements of Income. In 2017 and 2016, FHN had net gains of $.4 million and $1.8 million, respectively, related to the sales of bank branches which are included in All other income and commissions on the Consolidated Statements of Income.

Minimum future lease payments for noncancelable operating leases, primarily on premises, on December 31, 2017 are shown below. Aggregate minimum income under sublease agreements for these periods is not material.

(Dollars in thousands)
2018	$	29,862
2019	27,602
2020	25,242
2021	21,987
2022	17,028
2023 and after	59,069
Total minimum lease payments	$	180,790

Payments required under capital leases are not material.

Rent expense incurred under all operating lease obligations for the years ended December 31 is as follows:

(Dollars in thousands)	2017			2016			2015
Rent expense, gross	$	23,116		$	20,812		$	18,166
Sublease income	(631		)	(477		)	(5		)
Rent expense, net	$	22,485		$	20,335		$	18,161

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Intangible Assets

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

Intangible Assets

The following is a summary of other intangible assets included in the Consolidated Statements of Condition:

	December 31, 2017							December 31, 2016
(Dollars in thousands)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Value		Gross Carrying Amount		Accumulated Amortization			Net Carrying Value
Core deposit intangibles (a)	$	160,650	$	(8,176	)	$	152,474	$	16,850	$	(4,721	)	$	12,129
Customer relationships (a)	77,865		(50,777		)	27,088		54,865		(46,302		)	8,563
Other (a) (b)	5,622		(795		)	4,827		555		(230		)	325
Total	$	244,137	$	(59,748	)	$	184,389	$	72,270	$	(51,253	)	$	21,017

(a) 2017 increase primarily associated with the CBF and/or Coastal acquisitions.

(b) Balance primarily includes noncompete covenants, as well as $.3 million related to state banking licenses not subject to amortization.

Amortization expense was $8.7 million, $5.2 million, and $5.3 million for the years ended December 31, 2017, 2016, and 2015 respectively. As of December 31, 2017 the estimated aggregated amortization expense is expected to be:

(Dollars in thousands)
Year	Amortization
2018	$	26,174
2019	25,108
2020	21,422
2021	19,787
2022	17,631

Gross goodwill, accumulated impairments, and accumulated divestiture related write-offs were determined beginning January 1, 2012, when a change in accounting requirements resulted in goodwill being assessed for impairment rather than being amortized. Gross goodwill of $200.0 million with accumulated impairments and accumulated divestiture-related write-offs of $114.1 million and $85.9 million, respectively, were previously allocated to the non-strategic segment, resulting in $0 net goodwill allocated to the non-strategic segment as of December 31, 2017 and 2016. The regional banking and fixed income segments do not have any accumulated impairments or divestiture related write-offs. The following is a summary of goodwill by reportable segment included in the Consolidated Statements of Condition as of December 31, 2017 ,2016 and 2015.

(Dollars in thousands)	Regional Banking		Fixed Income		Total
December 31, 2014	$	47,928	$	98,004	$	145,932
Additions	45,375		—		45,375
December 31, 2015	$	93,303	$	98,004	$	191,307
Additions	64		—		64
December 31, 2016	$	93,367	$	98,004	$	191,371
Additions (a)	1,150,518		44,964		1,195,482
December 31, 2017	$	1,243,885	$	142,968	$	1,386,853

(a) See Note 2 - Acquisitions and Divestitures for further details regarding goodwill related to acquisitions.

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Time Deposit Maturities

12 Months Ended

Dec. 31, 2017

Maturities of Time Deposits [Abstract]

Time Deposit Maturities

Time Deposit Maturities

Following is a table of maturities for time deposits outstanding on December 31, 2017, which include Certificates of deposit under $100,000, Other time, and Certificates of deposit $100,000 and more. Certificates of deposit in increments of $100,000 or more totaled $2.0 billion on December 31, 2017, of this amount $1.0 billion represents Certificates of deposit of $250,000 and more. Time deposits are included in Interest-bearing deposits on the Consolidated Statements of Condition.

(Dollars in thousands)
2018	$	2,001,083
2019	612,010
2020	155,788
2021	131,580
2022	406,963
2023 and after	15,497
Total	$	3,322,921

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Short-term borrowings

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Short-term borrowings

Short-Term Borrowings

Short-term borrowings include federal funds purchased and securities sold under agreements to repurchase, trading liabilities, and other borrowed funds.

Federal funds purchased and securities sold under agreements to repurchase generally have maturities of less than 90 days. Trading liabilities, which represent short positions in securities, are generally held for less than 90 days. Other short-term borrowings have original maturities of one year or less. On December 31, 2017, fixed income trading securities with a fair value of $68.9 million were pledged to secure other short-term borrowings.

The detail of short-term borrowings for the years 2017, 2016 and 2015 is presented in the following table:

(Dollars in thousands)	Federal Funds Purchased			Securities Sold Under Agreements to Repurchase			Trading Liabilities			Other Short-term Borrowings
2017
Average balance	$	447,137		$	578,666		$	685,891		$	554,502
Year-end balance	399,820			656,602			638,515			2,626,213
Maximum month-end outstanding	568,490			743,684			896,943			2,626,213
Average rate for the year	1.06		%	0.72		%	2.26		%	1.28		%
Average rate at year-end	1.48			0.64			2.22			1.44
2016
Average balance	$	589,223		$	425,452		$	771,039		$	198,440
Year-end balance	414,207			453,053			561,848			83,177
Maximum month-end outstanding	695,083			528,024			874,076			792,736
Average rate for the year	0.52		%	0.08		%	1.95		%	0.67		%
Average rate at year-end	0.73			0.08			2.46			0.96
2015
Average balance	$	705,054		$	370,097		$	733,189		$	164,951
Year-end balance	464,166			338,133			566,019			137,861
Maximum month-end outstanding	1,228,125			524,191			866,005			339,468
Average rate for the year	0.26		%	0.06		%	2.18		%	0.67		%
Average rate at year-end	0.50			0.09			2.41			0.82

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Term Borrowings

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Term Borrowings

Term Borrowings

The following table presents information pertaining to Term Borrowings reported on FHN’s Consolidated Statements of Condition on December 31:

(Dollars in thousands)	2017		2016
First Tennessee Bank National Association:
Senior capital notes (a)
Maturity date – December 1, 2019 – 2.95%	$	396,105	$	399,384
Other collateralized borrowings – Maturity date – December 22, 2037
1.89% on December 31, 2017 and 1.26% on December 31, 2016 (b)	65,356		64,812
Other collateralized borrowings - SBA loans (c)	7,416		—
Federal Home Loan Bank borrowings
Maturity date – August 2, 2018 – 0.00%	100		100
First Horizon National Corporation:
Senior capital notes (a)
Maturity date – December 15, 2020 – 3.50%	486,513		489,202
Junior subordinated debentures (d)
Maturity date - July 31, 2031 - 4.96%	4,124		—
Maturity date - July 31, 2031 - 4.96%	5,155		—
Maturity date - December 30, 2032 - 5.04%	5,155		—
Maturity date - June 26, 2033 - 4.77%	10,310		—
Maturity date - October 8, 2033 - 4.21%	10,310		—
Maturity date - February 8, 2034 - 4.23%	10,310		—
Maturity date - June 26, 2035 - 3.27%	2,708		—
Maturity date - December 15, 2035 - 2.96%	17,270		—
Maturity date - March 15, 2036 - 2.99%	8,667		—
Maturity date - March 15, 2036 - 3.13%	11,482		—
Maturity date - June 30, 2036 - 3.01%	25,646		—
Maturity date - July 7, 2036 - 2.91%	17,642		—
Maturity date - June 15, 2037 - 3.24%	49,875		—
Maturity date - September 6, 2037 - 2.94%	8,627		—
FT Real Estate Securities Company, Inc.:
Cumulative preferred stock (e)
Maturity date – March 31, 2031 – 9.50%	46,100		46,032
First Horizon ABS Trusts:
Other collateralized borrowings (f)
Maturity date – October 25, 2034
1.72% on December 31, 2017 and 0.93% on December 31, 2016	11,226		23,126
First Tennessee New Markets Corporation Investments:
Maturity date – October 25, 2018 – 4.97%	7,301		7,301
Maturity date – February 1, 2033 – 4.97%	8,000		8,000
Maturity date – August 08, 2036 – 2.38%	2,699		2,699
Total	$	1,218,097	$	1,040,656

(a) Changes in the fair value of debt attributable to interest rate risk are hedged. Refer to Note 22 – Derivatives.

(b) Secured by trust preferred loans.

(c) Collateralized borrowings associated with SBA loan sales that did not meet sales criteria. The loans have remaining terms of 5 to 25 years. These borrowings had a weighted average interest rate of 3.26 percent on December 31, 2017.

(d) Acquired in conjunction with the acquisition of CBF. A portion qualifies for Tier 2 capital under the risk-based capital guidelines.

(e) A portion qualifies for total capital under the risk-based capital guidelines.

(f) On December 31, 2017 and 2016, borrowings secured by $24.2 million and $35.9 million, respectively, of residential real estate loans.

Annual principal repayment requirements as of December 31, 2017 are as follows:

(Dollars in thousands)
2018	$	7,401
2019	400,000
2020	500,000
2021	—
2022	209
2023 and after	353,866

In conjunction with the acquisition of CBF, FHN acquired junior subordinated debentures with aggregate par values of $212.4 million. Each of these issuances is held by a wholly owned trust that has issued trust preferred securities to external investors and loaned the funds to FHN, as successor to CBF, as junior subordinated debt. The book value for each issuance represents the purchase accounting fair value as of the closing date less accumulated amortization of the associated discount, as applicable. Through various contractual arrangements FHN assumed a full and unconditional guarantee for each trust’s obligations with respect to the securities. While the maturity dates are typically 30 years from the original issuance date, FHN has the option to redeem each of the junior subordinated debentures at par either immediately or on any future interest payment date, which would trigger redemption of the related trust preferred securities. The junior subordinated debentures are included in the Consolidated Statements of Condition in Term borrowings. A portion of FHN's junior subordinated notes qualify as Tier 2 capital under the risk-based capital guidelines.

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Preferred Stock

12 Months Ended

Dec. 31, 2017

Equity [Abstract]

Preferred Stock

Preferred Stock

FHN Preferred Stock

On January 31, 2013, FHN issued 1,000 shares having an aggregate liquidation preference of $100 million of Non-Cumulative Perpetual Preferred Stock, Series A for net proceeds of approximately $96 million. Dividends on the Series A Preferred Stock, if declared, accrue and are payable quarterly, in arrears, at a rate of 6.20% percent per annum. For the issuance, FHN issued depositary shares, each of which represents a 1/4000th fractional ownership interest in a share of FHN’s preferred stock. These securities qualify as Tier 1 capital.

Subsidiary Preferred Stock

In 2000 FT Real Estate Securities Company, Inc. (“FTRESC”), an indirect subsidiary of FHN, issued 50 shares of 9.50 percent Cumulative Preferred Stock, Class B (“Class B Preferred Shares”), with a liquidation preference of $1.0 million per share; of those, 47 shares were issued to nonaffiliates. As of December 31, 2017, these securities partially qualify as Tier 2 capital and are presented in the Consolidated Statements of Condition as Term borrowings. FTRESC is a real estate investment trust (“REIT”) 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.

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. At December 31, 2017 the Class B Preferred Shares partially qualified as Tier 2 regulatory capital and the shares will be fully phased out of Tier 2 regulatory capital in 2018. They are not subject to any sinking fund and are not convertible into any other securities of FTRESC, FHN, or any of its subsidiaries. The shares are, however, automatically exchanged at the direction of the Office of the Comptroller of the Currency for preferred stock of FTBNA, having substantially the same terms as the Class B Preferred Shares in the event FTBNA becomes undercapitalized, insolvent, or in danger of becoming undercapitalized.

Additionally for all periods presented, subsidiaries have also issued $.6 million in aggregate of Cumulative Perpetual Preferred Stock, which has been recognized as Noncontrolling interest on the Consolidated Statements of Condition. Other preferred shares are outstanding but are owned by FHN subsidiaries and are eliminated in consolidation.

In 2005 FTBNA 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 the three month LIBOR plus .85 percent or 3.75 percent per annum. These securities qualify fully as Tier 1 capital for FTBNA while for FHN consolidated they qualify partially as Tier 1 capital and partially as Tier 2 capital. On December 31, 2017 and 2016, $294.8 million of Class A Preferred Stock was recognized as Noncontrolling interest on the Consolidated Statements of Condition.

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Regulatory Capital

12 Months Ended

Dec. 31, 2017

Brokers and Dealers [Abstract]

Regulatory Capital

Regulatory Capital and Restrictions

Regulatory Capital. FHN and FTBNA are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on FHN’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, specific capital guidelines that involve quantitative measures of assets, liabilities, and certain derivatives as calculated under regulatory accounting practices must be met. Capital amounts and classification are also subject to qualitative judgment by the regulators such as capital components, asset risk weightings, and other factors. Quantitative measures established by regulation to ensure capital adequacy require FHN and FTBNA to maintain minimum amounts and ratios of Total, Tier 1, and Common Equity Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets (“Leverage”). Management believes that, as of December 31, 2017, FHN and FTBNA met all capital adequacy requirements to which they were subject.

The actual capital amounts and ratios of FHN and FTBNA are presented in the table below.

(Dollars in thousands)	First Horizon National Corporation				First Tennessee Bank National Association
	Amount		Ratio		Amount		Ratio
On December 31, 2017
Actual:
Total Capital	$	3,703,754	11.10	%	$	3,520,670	10.74	%
Tier 1 Capital	3,281,478		9.83		3,317,684		10.12
Common Equity Tier 1	2,962,155		8.88		3,041,420		9.28
Leverage	3,281,478		10.31		3,317,684		10.70
Minimum Requirement for Capital Adequacy Purposes:
Total Capital	2,669,910		8.00		2,622,924		8.00
Tier 1 Capital	2,002,433		6.00		1,967,193		6.00
Common Equity Tier 1	1,501,824		4.50		1,475,395		4.50
Leverage	1,272,990		4.00		1,240,647		4.00
Minimum Requirement to be Well Capitalized Under Prompt Corrective Action Provisions:
Total Capital					3,278,655		10.00
Tier 1 Capital					2,622,924		8.00
Common Equity Tier 1					2,131,126		6.50
Leverage					1,550,809		5.00
On December 31, 2016
Actual:
Total Capital	$	2,926,010	12.24	%	$	2,762,271	11.78	%
Tier 1 Capital	2,671,871		11.17		2,538,382		10.83
Common Equity Tier 1	2,377,987		9.94		2,298,080		9.80
Leverage	2,671,871		9.35		2,538,382		9.16
Minimum Requirement for Capital Adequacy Purposes:
Total Capital	1,913,133		8.00		1,875,780		8.00
Tier 1 Capital	1,434,849		6.00		1,406,835		6.00
Common Equity Tier 1	1,076,137		4.50		1,055,126		4.50
Leverage	1,143,250		4.00		1,108,406		4.00
Minimum Requirement to be Well Capitalized Under Prompt Corrective Action Provisions:
Total Capital					2,344,725		10.00
Tier 1 Capital					1,875,780		8.00
Common Equity Tier 1					1,524,071		6.50
Leverage					1,385,508		5.00

Restrictions on cash and due from banks. Under the Federal Reserve Act and Regulation D, FTBNA is required to maintain a certain amount of cash reserves. On December 31, 2017 and 2016, FTBNA’s net required reserves were $278.4 million and $259.2 million, respectively, after the consideration of $255.2 million and $158.9 million in average vault cash. The remaining net reserve requirement for each year was met with Federal Reserve Bank deposits. Vault cash is reflected in Cash and due from banks on the Consolidated Statements of Condition and Federal Reserve Bank deposits are reflected as Interest-bearing cash.

Restrictions on dividends. Cash dividends are paid by FHN from its assets, which are mainly provided by dividends from its subsidiaries. Certain regulatory restrictions exist regarding the ability of FTBNA to transfer funds to FHN in the form of cash, dividends, loans, or advances. As of December 31, 2017, FTBNA had undivided profits of $869.1 million, of which none was available for distribution to FHN as dividends without prior regulatory approval until January 1, 2018. At any given time, the pertinent portions of those regulatory restrictions allow FTBNA to declare preferred or common dividends without prior regulatory approval in an amount equal to FTBNA’s retained net income for the two most recent completed years plus the current year to date. For any period, FTBNA’s ‘retained net income’ generally is equal to FTBNA’s regulatory net income reduced by the preferred and common dividends declared by FTBNA. Excess dividends in either of the two most recent completed years may be offset with available retained net income in the two years immediately preceding it. Applying the dividend restrictions imposed under applicable federal rules, FTBNA’s total amount available for dividends was negative $156.7 million at December 31, 2017 and positive $51.1 million at January 1, 2018. FTBNA applied for and received approval from the OCC to declare and pay common dividends to the parent company in the amount of in $250.0 million in 2017 and 2016. During 2017 and 2016, FTBNA declared and paid dividends on its preferred stock quarterly, with OCC approval as necessary. Additionally, FTBNA declared preferred dividends in first quarter 2018 payable in April 2018.

The payment of cash dividends by FHN and FTBNA may also be affected or limited by other factors, such as the requirement to maintain adequate capital above regulatory guidelines. For example, beginning in 2016, the ability to pay dividends is restricted if capital ratios fall below regulatory minimums plus a prescribed capital conservation buffer. Furthermore, the Federal Reserve and the OCC require insured banks and bank holding companies only to pay dividends 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.

Restrictions on intercompany transactions. Under current Federal banking law, FTBNA may not enter into covered transactions with any affiliate including the parent company and certain financial subsidiaries in excess of 10 percent of the bank’s capital stock and surplus, as defined, or $388.2 million, on December 31, 2017. Covered transactions include a loan or extension of credit to an affiliate, a purchase of or an investment in securities issued by an affiliate and the acceptance of securities issued by the affiliate as collateral for any loan or extension of credit. The equity investment, including retained earnings, in certain of a bank’s financial subsidiaries is also treated as a covered transaction. The parent company had covered transactions of $.9 million from FTBNA and the bank’s financial subsidiary, FTN Financial Securities Corp., had a total equity investment from FTBNA of $360.7 million on December 31, 2017. In addition, the aggregate amount of covered transactions with all affiliates, as defined, is limited to 20 percent of the bank’s capital stock and surplus, as defined, or $766.3 million, on December 31, 2017. FTBNA’s total covered transactions with all affiliates including the parent company on December 31, 2017 were $361.7 million.

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Other Income And Other Expense

12 Months Ended

Dec. 31, 2017

Other Nonoperating Income (Expense) [Abstract]

Other Income And Other Expense

Other Income and Other Expense

Following is detail of All other income and commissions and All other expense as presented in the Consolidated Statements of Income:

(Dollars in thousands)	2017			2016		2015
All other income and commissions:
Other service charges	$	12,532		$	11,731	$	11,610
ATM interchange fees	12,425			11,965		11,917
Deferred compensation	6,322			3,025		(1,369		)
Electronic banking fees	5,082			5,477		5,840
Letter of credit fees	4,661			4,103		4,621
Mortgage banking	4,649			10,215		3,870
Insurance commissions	2,514			2,981		2,627
Gain/(loss) on extinguishment of debt (a)	(14,329		)	—		5,793
Other	11,029			14,734		15,821
Total	$	44,885		$	64,231	$	60,730
All other expense:
Litigation and regulatory matters	$	40,517		$	30,469	$	187,607
Travel and entertainment	11,462			10,275		9,590
Other insurance and taxes	9,686			10,891		12,941
Customer relations	5,750			6,255		5,382
Employee training and dues	5,551			5,691		5,390
Supplies	4,106			4,434		3,827
Tax credit investments	3,468			3,349		4,582
Miscellaneous loan costs	2,751			2,586		2,656
OREO	1,006			773		2,104
Other (b)	48,891			41,568		34,123
Total	$	133,188		$	116,291	$	268,202

(a) Loss on extinguishment of debt for 2017 relates to the repurchase of equity securities previously included in a financing transaction.

(b) 2017 includes $8.8 million of charitable contributions to the First Tennessee Foundation. An additional contribution of 65,000 Visa Class B shares with a cost basis of $0 was also made in 2017.

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Components of Other Comprehensive Income/(Loss)

12 Months Ended

Dec. 31, 2017

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 years ended December 31, 2017, 2016, and 2015:

(Dollars in thousands)	Securities AFS			Cash Flow Hedges			Pension and Post-retirement Plans			Total
Balance as of December 31, 2014	$	18,581		$	—		$	(206,827	)	$	(188,246	)
Net unrealized gains/(losses)	(14,055		)	—			(11,117		)	(25,172		)
Amounts reclassified from AOCI	(1,132		)	—			358			(774		)
Other comprehensive income/(loss)	(15,187		)	—			(10,759		)	(25,946		)
Balance as of December 31, 2015	3,394			—			(217,586		)	(214,192		)
Net unrealized gains/(losses)	(19,709		)	130			(16,322		)	(35,901		)
Amounts reclassified from AOCI	(917		)	(1,395		)	4,751			2,439
Other comprehensive income/(loss)	(20,626		)	(1,265		)	(11,571		)	(33,462		)
Balance as of December 31, 2016	(17,232		)	(1,265		)	(229,157		)	(247,654		)
Net unrealized gains/(losses)	(4,467		)	(2,156		)	(13,377		)	(20,000		)
Amounts reclassified from AOCI	(298		)	(2,945		)	5,618			2,375
Other comprehensive income/(loss)	(4,765		)	(5,101		)	(7,759		)	(17,625		)
Balance as of December 31, 2017	(21,997		)	(6,366		)	(236,916		)	(265,279		)
Adjustment to reflect adoption of ASU 2018-02	(4,837		)	(1,398		)	(51,311		)	(57,546		)
Ending balance, as adjusted	$	(26,834	)	$	(7,764	)	$	(288,227	)	$	(322,825	)

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

(Dollars in thousands)
Details about AOCI	2017			2016			2015			Affected line item in the statement where net income is presented
Securities AFS:
Realized (gains)/losses on securities AFS	$	(483	)	$	(1,485	)	$	(1,836	)	Debt securities gains/(losses), net
Tax expense/(benefit)	185			568			704			Provision/(benefit) for income taxes
	(298		)	(917		)	(1,132		)
Cash flow hedges:
Realized (gains)/losses on cash flow hedges	(4,771		)	(2,260		)	—			Interest and fees on loans
Tax expense/(benefit)	1,826			865			—			Provision/(benefit) for income taxes
	(2,945		)	(1,395		)	—
Pension and Postretirement Plans:
Amortization of prior service cost and net actuarial gain/(loss)	9,101			7,697			580			Employee compensation, incentives, and benefits
Tax expense/(benefit)	(3,483		)	(2,946		)	(222		)	Provision/(benefit) for income taxes
	5,618			4,751			358
Total reclassification from AOCI	$	2,375		$	2,439		$	(774	)

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Income Taxes

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

The aggregate amount of income taxes included in the Consolidated Statements of Income and the Consolidated Statements of Equity for the years ended December 31, were as follows:

(Dollars in thousands)	2017			2016			2015
Consolidated Statements of Income:
Income tax expense/(benefit)	$	131,892		$	106,810		$	10,941
Consolidated Statements of Equity:
Income tax expense/(benefit) related to:
Net unrealized gains/(losses) on pension and other postretirement plans	(832		)	(7,172		)	(6,689		)
Net unrealized gains/(losses) on securities available-for-sale	(2,955		)	(12,810		)	(9,445		)
Net unrealized gains/(losses) on cash flow hedges	(3,163		)	(780		)	—
Share based compensation	—			(1,613		)	(356		)
Total	$	124,942		$	84,435		$	(5,549	)

The components of income tax expense/(benefit) for the years ended December 31, were as follows:

(Dollars in thousands)	2017		2016		2015
Current:
Federal	$	10,012	$	25,234	$	(5,059	)
State	879		1,803		(8,258		)
Foreign	—		169		62
Deferred:
Federal	114,059		67,109		19,487
State	6,942		12,495		4,706
Foreign	—		—		3
Total	$	131,892	$	106,810	$	10,941

On December 22, 2017, the Tax Cuts and Jobs Act “Tax Act” was signed into law. The Tax Act reduces the federal statutory tax rate from 35 percent to 21 percent. Although the rate reduction was not effective until January 1, 2018, GAAP required an adjustment in 2017 of deferred tax balances to reflect the new effective tax rate. FHN recorded an $82 million increase in tax expense related to the effects of the Tax Act. This estimate will be adjusted during the measurement period related to the CBF acquisition and as deferred tax items are finalized for the 2017 tax return.

A reconciliation of expected income tax expense/(benefit) at the federal statutory rate of 35 percent to the total income tax expense follows:

(Dollars in thousands)	2017			2016			2015
Federal income tax rate	35%			35%			35%
Tax computed at statutory rate	$	108,105		$	120,862		$	37,889
Increase/(decrease) resulting from:
State income taxes	4,753			9,918			7
Bank-owned life insurance (“BOLI”)	(8,401		)	(5,661		)	(4,897		)
401(k) – employee stock ownership plan (“ESOP”)	(904		)	(824		)	(714		)
Tax-exempt interest	(7,890		)	(7,098		)	(6,507		)
Non-deductible expenses	7,558			1,079			887
LIHTC credits and benefits, net of amortization	(5,327		)	(6,165		)	(7,239		)
Other tax credits	(2,480		)	(3,886		)	(2,012		)
Change in valuation allowance – DTA	(40,473		)	(116		)	(3,875		)
Other changes in unrecognized tax benefits	46			616			(1,386		)
Effect of Tax Act	82,027			—			—
Other	(5,122		)	(1,915		)	(1,212		)
Total	$	131,892		$	106,810		$	10,941

As of December 31, 2017, FHN had net deferred tax asset balances related to federal and state income tax carryforwards of $126.8 million and $19.8 million, respectively, which will expire at various dates as follows:

(Dollars in thousands)	Expiration Dates	Net Deferred Tax Asset Balance
General business credits-federal	2031-2037	$	64,835
Losses-federal	2027-2035	62,010
Net operating losses-states	2018-2022	1,092
Net operating losses-states	2023-2035	18,709

A deferred tax asset (“DTA”) or deferred tax liability (“DTL”) 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 enacted statutory tax rates, applicable to future years, to these temporary differences. In order to support the recognition of the DTA, FHN’s management must believe that the realization of the DTA is more likely than not. FHN evaluates the likelihood of realization of the DTA based on both positive and negative evidence available at the time, including (as appropriate) scheduled reversals of DTLs, projected future taxable income, tax planning strategies, and recent financial performance. Realization is dependent on generating sufficient taxable income prior to the expiration of the carryforwards attributable to the DTA. In projecting future taxable income, FHN incorporates assumptions including the estimated amount of future state and federal pretax operating income, the reversal of temporary differences, and the implementation of feasible and prudent tax planning strategies. These assumptions require significant judgment about the forecasts of future taxable income and are consistent with the plans and estimates used to manage the underlying business.

As of December 31, 2017, FHN's net DTA was $221.8 million compared with the $199.6 million at December 31, 2016. FHN's gross DTA (net of a valuation allowance) and gross DTL were $353.2 million and $131.4 million, respectively. FHN's net DTA increased by $137.7 million on November 30, 2017 upon the merger of CBF into FHN. The provisional estimate of the effects of the Tax Act, discussed in this Note above, includes tax expense related to a decrease in the acquired DTA from CBF by approximately $48.1 million due to the adjustment of the DTA to the lower federal tax rate. As of December 31, 2017, FHN had fully utilized all capital loss carryovers. FHN had a valuation allowance of $40.4 million against its 2012 federal capital loss carryforward as of December 31, 2016. Although realization is not assured, FHN believes that it meets the more-likely-than-not requirement with respect to the net DTA after valuation allowance.

Temporary differences which gave rise to deferred tax assets and deferred tax liabilities on December 31, 2017 and 2016 were as follows:

(Dollars in thousands)	2017			2016
Deferred tax assets:
Loss reserves	$	91,390		$	65,605
Employee benefits	50,404			83,074
Equity investments	28,547			—
Accrued expenses	16,052			16,767
Capital loss carryforwards	—			44,469
Credit carryforwards	64,835			80,048
Federal loss carryforwards	62,010			175
State loss carryforwards	19,801			19,438
Investment in debt securities (ASC 320) (a)	8,811			10,693
Other	11,512			17,340
Gross deferred tax assets	353,362			337,609
Valuation allowance	(147		)	(40,593		)
Deferred tax assets after valuation allowance	$	353,215		$	297,016
Deferred tax liabilities:
Depreciation and amortization	43,040			36,347
Equity investments	—			12,196
Other intangible assets	55,923			37,596
Prepaid expenses	9,255			11,150
Real estate investment trust income	22,576			—
Other	602			114
Gross deferred tax liabilities	131,396			97,403
Net deferred tax assets	$	221,819		$	199,613

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

(a) Tax effects of unrealized gains and losses are tracked on a security-by-security basis.

The total unrecognized tax benefits (“UTB”) at December 31, 2017 and 2016, was $4.3 million and $4.2 million, respectively. To the extent such unrecognized tax benefits as of December 31, 2017 are subsequently recognized, $1.8 million of tax benefits would impact tax expense and FHN’s effective tax rate in future periods.

FHN is currently in audit in several jurisdictions. It is reasonably possible that the UTB related to state exposures could decrease by $.5 million during 2018 if audits are completed and settled and if the applicable statutes of limitations expire as scheduled.

FHN recognizes interest accrued and penalties related to UTB within income tax expense. FHN had approximately $.4 million and $.3 million accrued for the payment of interest as of December 31, 2017 and 2016, respectively. The total amount of interest and penalties recognized in the Consolidated Statements of Income during 2017 and 2016 was an expense of $.1 million and $.2 million, respectively.

The rollforward of unrecognized tax benefits is shown below:

(Dollars in thousands)
Balance at December 31, 2015	$	3,673
Increases related to prior year tax positions	951
Increases related to current year tax positions	27
Settlements	(407		)
Balance at December 31, 2016	$	4,244
Increases related to prior year tax positions	33
Increases related to current year tax positions	174
Lapse of statutes	(180		)
Balance at December 31, 2017	$	4,271

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Earnings Per Share

12 Months Ended

Dec. 31, 2017

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

The following table provides reconciliations of net income to net income available to common shareholders and the difference between average basic common shares outstanding and average diluted common shares outstanding:

(Dollars and shares in thousands, except per share data)	2017		2016		2015
Net income/(loss)	$	176,980	$	238,511	$	97,313
Net income attributable to noncontrolling interest	11,465		11,465		11,434
Net income/(loss) attributable to controlling interest	165,515		227,046		85,879
Preferred stock dividends	6,200		6,200		6,200
Net income/(loss) available to common shareholders	$	159,315	$	220,846	$	79,679
Weighted average common shares outstanding—basic	241,436		232,700		234,189
Effect of dilutive securities	3,017		2,592		2,077
Weighted average common shares outstanding—diluted	244,453		235,292		236,266
Net income/(loss) per share available to common shareholders	$	0.66	$	0.95	$	0.34
Diluted income/(loss) per share available to common shareholders	$	0.65	$	0.94	$	0.34

The following table presents 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:

(Shares in thousands)	2017		2016		2015
Stock options excluded from the calculation of diluted EPS	2,468		2,610		3,559
Weighted average exercise price of stock options excluded from the calculation of diluted EPS	$	25.62	$	26.29	$	24.40
Other equity awards excluded from the calculation of diluted EPS	176		37		98

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Contingencies And Other Disclosures

12 Months Ended

Dec. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

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 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 this time, and FHN is cooperating in those matters. Pending and threatened litigation matters sometimes are settled by the parties, and sometimes pending matters are resolved in court or before an arbitrator. 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

Summary

As used in this Note, except for some 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 that 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. Set forth below are disclosures for certain pending or threatened litigation matters, including all matters mentioned in (i) or (ii) and certain matters mentioned in (iii). In addition, certain other matters, or groups of matters, are discussed relating to FHN’s former mortgage origination and servicing businesses. In all litigation matters discussed, 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 December 31, 2017, the aggregate amount of liabilities established for all such loss contingency matters was $41.6 million. These liabilities are separate from those discussed under the heading “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 December 31, 2017, 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 approximately $28 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. That possibility exists both for matters included in the estimated reasonably possible loss (“RPL”) range mentioned above and for matters not included in that range.

Material Matters

FTBNA, as indirect successor to CommunityOne Bank (“C1”) through FTBNA's merger with CBF in 2017, is defending a consolidated lawsuit brought by approximately 34 alleged victims of a fraudulent scheme known as “Black Diamond.” The action is pending in the U.S. District Court for the Western District of North Carolina (Civ. Act. No. 3:15-cv-00403-RJC-DSC). The Black Diamond scheme ended in 2009 with the arrest of its principal. The Black Diamond business entity had a depositary account with C1. The plaintiffs claim that the Black Diamond account at C1 had the status of a “fiduciary account” under state law, and that C1 breached fiduciary duties owed to plaintiffs (because of that status) by not discovering the fraudulent scheme. Plaintiffs demand restitution of money lost in the scheme plus punitive damages and attorneys' fees. The current RPL estimate for this matter is subject to significant uncertainties regarding: whether the depositary account at issue will be determined to have been a fiduciary account; the availability and scope of other significantly dispositive defenses; the dollar amounts claimed; and the potential remedies that might be available or awarded.

FHN, along with multiple co-defendants, is defending lawsuits brought by investors which claim that offering documents under which certificates relating to First Horizon branded securitizations were sold to them were materially deficient. One of those matters is viewed as material currently: Federal Deposit Insurance Corporation (“FDIC”) as receiver for Colonial Bank, in the U.S. District Court for the Southern District of New York (Case No. 12 Civ. 6166 (LLS)(MHD)). The plaintiff in that suit claims to have purchased (and later sold) certificates totaling $83.4 million, relating to a number of separate securitizations. Plaintiff demands damages and prejudgment interest, among several remedies sought. The current liability and RPL estimates for this matter are subject to significant uncertainties regarding: the dollar amounts claimed; the potential remedies that might be available or awarded; the outcome of any settlement discussions that may occur; the availability of significantly dispositive defenses; and the incomplete status of the discovery process. Additional information concerning FHN’s former mortgage businesses is provided below in “Obligations from Legacy Mortgage Businesses.”

Underwriters are co-defendants in the FDIC-New York matter and have demanded, under provisions in the applicable underwriting agreements, that FHN indemnify them for their expenses and any losses they may incur. In addition, FHN has received indemnity demands from underwriters in certain other suits as to which investors claim to have purchased certificates in FH proprietary securitizations but as to which FHN has not been named a defendant.

For most pending indemnity claims involving FH proprietary securitizations FHN is unable to estimate an RPL range due to significant uncertainties regarding: claims as to which the claimant specifies no dollar amount; the potential remedies that might be available or awarded; the availability of significantly dispositive defenses such as statutes of limitations or repose; the outcome of potentially dispositive early-stage motions such as motions to dismiss; the incomplete status of the discovery process; the lack of a precise statement of damages; and lack of precedent claims. The alleged purchase prices of the certificates subject to pending indemnification claims, excluding the FDIC-New York matter, total $409.9 million.

In late October, 2017, FHN received a notice of indemnification claims from 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, starting in 2011, FHN’s subservicer. The notice asserts several categories of indemnity obligations by FHN to Nationstar in connection with mortgage loans under the subservicing arrangement and under the purchase transaction. This matter currently is not in formal 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.

FHN has additional potential exposures related to its former mortgage businesses. A few of those matters have become litigation which FHN currently estimates are immaterial, some are non-litigation claims or threats, some are mere subpoenas or other requests for information, and in some areas FHN has no indication of any active or threatened dispute. Some of those matters might eventually result in loan repurchases or make-whole payments and could be included in the repurchase liability discussed below, and some might eventually result in damages or other litigation-oriented liability, including indemnity payments, but none are included in the material loss contingency liabilities mentioned above or in the RPL range mentioned above. Additional information concerning such exposures is provided below in “Obligations from Legacy Mortgage Businesses.”

Material Gain Contingency Matter

In second quarter 2015 FHN reached an agreement with DOJ and HUD to settle potential claims related to FHN’s underwriting and origination of loans insured by FHA. Under that agreement FHN paid $212.5 million. FHN believes that certain insurance policies, having an aggregate policy limit of $75 million, provide coverage for FHN’s losses and related costs. The insurers have denied and/or reserved rights to deny coverage. FHN sued the insurers to enforce the policies under Tennessee law. The trial court granted summary judgment to the defendants, and FHN has appealed. In connection with this litigation FHN seeks to partly recoup previously recognized expenses associated with the settled matter. Under applicable financial accounting guidance FHN has determined that although material gain from this litigation is not probable, there is a reasonably possible (more than remote) chance of a material gain outcome for FHN. FHN cannot determine a probable outcome that may result from this matter because of the uncertainty of the potential outcomes of the legal proceedings and also due to significant uncertainties regarding: legal interpretation of the relevant contracts; potential remedies that might be available or awarded; and the ultimate effect of counterclaims asserted by the defendants. Additional information concerning FHN’s former mortgage businesses is provided below in “Obligations from Legacy Mortgage Businesses.”

Obligations from Legacy Mortgage Businesses

Loss contingencies mentioned above under “Material Matters” stem from FHN’s former mortgage origination and servicing businesses. FHN retains potential for further exposure, in addition to the matters mentioned, from those former businesses. The following discussion provides context and other information to enhance an understanding of those matters and exposures.

Overview

Prior to September 2008 FHN originated loans through its legacy mortgage business, primarily first lien home loans, with the intention of selling them. Sales typically were effected either as non-recourse whole-loan sales or through non-recourse proprietary securitizations. Conventional conforming single-family residential mortgage loans were sold predominately to two GSEs: Fannie Mae and Freddie Mac. Also, federally insured or guaranteed whole loans were pooled, and payments to investors were guaranteed through Ginnie Mae. Many mortgage loan originations, especially nonconforming mortgage loans, were sold to investors, or certificate-holders, predominantly through FH proprietary securitizations but also, to a lesser extent, through other whole loans sold to private non-Agency purchasers. FHN used only one trustee for all of its FH proprietary securitizations. FHN also originated mortgage loans eligible for FHA insurance or VA guaranty. In addition, FHN originated and sold HELOCs and second lien mortgages through other whole loans sold to private purchasers and, to a lesser extent, through FH proprietary securitizations. Currently, only one FH securitization of HELOCs remains outstanding.

For non-recourse loan sales, FHN has exposure for repurchase of loans, make-whole damages, or other related damages, arising from claims that FHN breached its representations and warranties made at closing to the purchasers, including GSEs, other whole loan purchasers, and the trustee of FH proprietary securitizations.

During the time these legacy activities were conducted, FHN frequently sold mortgage loans “with servicing retained.” As a result, FHN accumulated substantial amounts of MSR on its consolidated balance sheet, as well as contractual servicing obligations and related deposits and receivables. FHN conducted a significant servicing business under its First Horizon Home Loans brand.

MI was required by GSE rules for certain of the loans sold to GSEs and was also provided for certain of the loans that were securitized. MI generally was provided for first lien loans sold or securitized having an LTV ratio at origination of greater than 80 percent.

In 2007, market conditions deteriorated to the point where mortgage-backed securitizations no longer could be sold economically; FHN’s last securitization occurred that year. FHN continued selling mortgage loans to GSEs until August 31, 2008, when FHN sold its national mortgage origination and servicing platforms along with a portion of its servicing assets and obligations. FHN contracted to have its remaining servicing obligations sub-serviced. Since the platform sale FHN has sold substantially all remaining servicing assets and obligations.

Certain mortgage-related terms used in this “Contingencies” section are defined in “Mortgage-Related Glossary” at the end of this Overview.

Repurchase and Make-Whole Obligations

Starting in 2009, FHN received a high number of claims either to repurchase loans from the purchaser or to pay the purchaser to “make them whole” for economic losses incurred. These claims have been driven primarily by loan delinquencies. In repurchase or make-whole claims a loan purchaser typically asserts that specified loans violated representations and warranties FHN made when the loans were sold. A significant majority of claims received overall have come from GSEs, and the remainder are from purchasers of other whole loan sales. FHN has not received a loan repurchase or make-whole claim from the FH proprietary securitization trustee.

Generally, FHN reviews each claim and MI cancellation notice individually. FHN’s responses include appeal, provide additional information, deny the claim (rescission), repurchase the loan or remit a make-whole payment, or reflect cancellation of MI.

After several years resolving repurchase and make-whole claims with each GSE on a loan-by-loan basis, in 2013 and 2014 FHN entered into DRAs with the GSEs, resolving a substantial majority of potential claims. Starting in 2014, the overall number of such claims diminished substantially, primarily as a result of the DRAs. Each DRA resolved obligations associated with loans originated from 2000 to 2008, but certain obligations and loans were excluded. Under each DRA, FHN remains responsible for repurchase obligations related to certain excluded defects (such as title defects and violations of the GSE’s Charter Act) and FHN continues to have loan repurchase or monetary compensation obligations under the DRAs related to private mortgage insurance rescissions, cancellations, and denials (with certain exceptions). FHN also has exposure related to loans where there has been a prior bulk sale of servicing, as well as certain other whole-loan sales. With respect to loans where there has been a prior bulk sale of servicing, FHN is not responsible for MI cancellations and denials to the extent attributable to the acts of the current servicer.

While large portions of repurchase claims from the GSEs were settled with the DRAs, comprehensive settlement of repurchase, make-whole, and indemnity claims with non-Agency claimants is not practical. Such claims that are not resolved by the parties can, and sometimes have, become litigation.

FH Proprietary Securitization Actions

FHN has potential financial exposure from FH proprietary securitizations outside of the repurchase/make-whole process. Several investors in certificates sued FHN and others starting in 2009, and several underwriters or other counterparties have demanded that FHN indemnify and defend them in securitization lawsuits. The pending suits generally assert that disclosures made to investors in the offering and sale of certificates were legally deficient.

Servicing Obligations

FHN’s national servicing business was sold as part of the platform sale in 2008. A significant amount of MSR was sold at that time, and a significant amount was retained. The related servicing activities, including foreclosure and loss mitigation practices, not sold in 2008 were outsourced through a three-year subservicing arrangement (the “2008 subservicing agreement”) with the platform buyer (the “2008 subservicer”). The 2008 subservicing agreement expired in 2011 when FHN entered into a replacement agreement with a new subservicer (the “2011 subservicer”). In fourth quarter 2013, FHN contracted to sell a substantial majority of its remaining servicing obligations and servicing assets (including advances) to the 2011 subservicer. The servicing was transferred to the buyer in stages, and was substantially completed in first quarter 2014. The servicing still retained by FHN continues to be subserviced.

As servicer, FHN had contractual obligations to the owners of the loans (primarily GSEs) and securitization trustees, to handle billing, custodial, and other tasks related to each loan. Each subservicer undertook to perform those obligations on FHN’s behalf during the applicable subservicing period, although FHN legally remained the servicer of record for those loans that were subserviced.

The 2008 subservicer has been subject to a consent decree, and entered into a settlement agreement with regulators related to alleged deficiencies in servicing and foreclosure practices. The 2008 subservicer has made demands of FHN, under the 2008 subservicing agreement, to pay certain resulting costs and damages totaling $43.5 million. FHN disagrees with those demands and has made no payments. This disagreement has the potential to result in litigation and, in any such future litigation, the claim against FHN may be substantial.

Origination Data

From 2005 through 2008, FHN originated and sold $69.5 billion of mortgage loans to the Agencies. This includes $57.6 billion of loans sold to GSEs and $11.9 billion of loans guaranteed by Ginnie Mae. Although FHN conducted these businesses before 2005, GSE loans originated in 2005 through 2008 account for a substantial majority of all repurchase requests/make-whole claims received since the 2008 platform sale.

From 2005 through 2007, $26.7 billion of mortgage loans were included in FH proprietary securitizations. The last FH securitization occurred in 2007.

Mortgage-Related Glossary

Agencies	the two GSEs and Ginnie Mae	HELOC	home equity line of credit
certificates	securities sold to investors representing interests in mortgage loan securitizations	HUD	Dept. of Housing and Urban Development
DOJ	U.S. Department of Justice	LTV	loan-to-value, a ratio of the loan amount divided by the home value
DRA	definitive resolution agreement with a GSE	MI	private mortgage insurance, insuring against borrower payment default
Fannie Mae, Fannie, FNMA	Federal National Mortgage Association	MSR	mortgage servicing rights
FH proprietary securitization	securitization of mortgages sponsored by FHN under its First Horizon brand	nonconforming loans	loans that did not conform to Agency program requirements
FHA	Federal Housing Administration	other whole loans sold	mortgage loans sold to private, non-Agency purchasers
Freddie Mac, Freddie, FHLMC	Federal Home Loan Mortgage Corporation	2008 platform sale, 2008 sale, platform sale	FHN’s sale of its national mortgage origination and servicing platforms in 2008
Ginnie Mae, Ginnie, GNMA	Government National Mortgage Association	pipeline or active pipeline	pipeline of mortgage repurchase, make-whole, & certain related claims against FHN
GSEs	Fannie Mae and Freddie Mac	VA	Veterans Administration

Repurchase and Foreclosure Liability

The repurchase and foreclosure liability is comprised of reserves to cover estimated loss content in the active pipeline, estimated future inflows, as well as estimated loss content related to certain known claims not currently included in the active pipeline. 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, and certain related exposures and has accrued for losses of $34.2 million and $66.0 million as of December 31, 2017 and 2016, respectively, including a smaller amount related to equity-lending junior lien loan sales. Accrued liabilities for FHN’s estimate of these obligations are reflected in Other liabilities on the Consolidated Statements of Condition. Charges/expense reversals to increase/decrease the liability are included within Repurchase and foreclosure provision/(provision credit) 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.

Other FHN Mortgage Exposures

At December 31, 2017, FHN had not accrued a liability for exposure for repurchase of first-lien loans related to FH proprietary securitizations arising from claims from the trustee that FHN breached its representations and warranties in FH proprietary securitizations at closing, and no such claims had been made. FHN’s trustee is a defendant in lawsuits in which the plaintiffs have asserted that the trustee has duties to review loans and otherwise to act against FHN outside of the duties specified in the applicable trust documents; FHN is not a defendant and is not able to assess what, if any, exposure FHN may have as a result of them.

FHN is defending, directly or as indemnitor, certain pending lawsuits brought by purchasers of certificates in FH proprietary securitizations or their assignees. FHN believes a new lawsuit based on federal securities claims that offering disclosures were deficient cannot be brought at this time due to the running of applicable limitation periods, but other investor claims, based on other legal theories, might still be possible. Due to sales of MSR starting in 2008, FHN has limited visibility into current loan information such as principal payoffs, refinance activity, delinquency trends, and loan modification activity.

Many non-GSE purchasers of whole loans from FHN included those loans in their own securitizations. Regarding such other whole loans sold, FHN made representations and warranties concerning the loans and provided indemnity covenants to the purchaser/securitizer. Typically the purchaser/securitizer assigned key contractual rights against FHN to the securitization trustee. As mentioned above, repurchase, make-whole, indemnity, and other monetary claims related to specific loans are included in the active pipeline and repurchase reserve. In addition, currently the following categories of actions are pending which involve FHN and other whole loans sold: (i) FHN has received indemnification requests from purchasers of loans or their assignees in cases where FHN is not a defendant; (ii) FHN has received subpoenas seeking loan reviews in cases where FHN is not a defendant; and (iii) FHN has received repurchase, indemnity, and other demands from purchasers or their assignees. At December 31, 2017, FHN’s repurchase and foreclosure liability considered certain known exposures from other whole loans sold.

OTHER DISCLOSURES

Visa Matters

FHN is a member of the Visa USA network. In October 2007, the Visa organization of affiliated entities completed a series of global restructuring transactions to combine its affiliated operating companies, including Visa USA, under a single holding company, Visa Inc. (“Visa”). Upon completion of the reorganization, the members of the Visa USA network remained contingently liable for certain Visa litigation matters (the “Covered Litigation”). Based on its proportionate membership share of Visa USA, FHN recognized a contingent liability in fourth quarter 2007 related to this contingent obligation. In March 2008, Visa completed its initial public offering (“IPO”) and funded an escrow account from its IPO proceeds to be used to make payments related to the Visa litigation matters. FHN received approximately 2.4 million Class B shares in conjunction with Visa’s IPO.

Conversion of these shares into Class A shares of Visa is prohibited until the final resolution of the covered litigation. In conjunction with the prior sales of Visa Class B shares in December 2010 and September 2011, 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. The conversion ratio is adjusted when Visa deposits funds into the escrow account to cover certain litigation. As of December 31, 2017 and 2016, the derivative liabilities were $5.6 million and $6.2 million, respectively.

In July 2012, Visa and MasterCard announced a joint settlement (the “Settlement”) related to the Payment Card Interchange matter, one of the Covered Litigation matters. Based on the amount of the Settlement attributable to Visa and an assessment of FHN’s contingent liability accrued for Visa litigation matters, the Settlement did not have a material impact on FHN. The Settlement was vacated upon appeal in June 2016 and the Supreme Court declined to hear the case in March 2017. Accordingly, the outcome of this matter remains uncertain. Additionally, other Covered Litigation matters are also pending judicial resolution. So long as any Covered Litigation matter remains pending, FHN’s ability to transfer its Visa holdings is restricted, with limited exceptions.

FHN holds approximately 1.0 million Visa Class B shares. FHN’s Visa shares are not considered to be marketable and therefore are included in the Consolidated Statements of Condition at their historical cost of $0. As of December 31, 2017, the conversion ratio is 165 percent reflecting a Visa stock split in March 2015, and the contingent liability is $.8 million. Future funding of the escrow would dilute this conversion ratio by an amount that is not determinable at present. Based on the closing price on December 31, 2017, assuming conversion into Class A shares at the current conversion ratio, FHN’s Visa holdings would have had a value of approximately $197 million. Recognition of market value in the future with that conversion ratio is dependent upon the final resolution of the remainder of Visa’s Covered Litigation matters without further reduction of the conversion ratio.

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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Pension, Savings, And Other Employee Benefits

12 Months Ended

Dec. 31, 2017

Retirement Benefits [Abstract]

Pension, Savings, And Other Employee Benefits

Pension, Savings, and Other Employee Benefits

Pension plan. 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 contributed $165 million to the qualified pension plan in third quarter 2016. The contribution had no effect on FHN’s 2016 Consolidated Statements of Income. FHN did not make any contributions to the qualified pension plan in 2017. Management does not currently anticipate that FHN will make a contribution to the qualified pension plan in 2018.

FHN assumed two additional qualified pension plans in conjunction with the CBF acquisition. FHN conformed the actuarial assumptions used in measuring the acquired plans to those used for its qualified plan in the purchase accounting valuation. Both legacy CBF plans are frozen. At the closing of FHN's merger with CBF, those plans had an aggregate benefit obligation of $18.5 million and aggregate plan assets of $13.2 million. FHN contributed $5.1 million to these plans in December 2017. As of December 31, 2017, the aggregate benefit obligation for the plans was $18.7 million and aggregate plan assets were $18.6 million. Benefit payments, expense and actuarial gains/losses related to these plans were insignificant for 2017. After the contribution, FHN altered the investment strategy for the plans to re-allocate plan assets into fixed income investments (primarily Level 1 mutual funds) with durations similar to those for the projected benefit obligation. Additional funding amounts to these plans are dependent upon the potential settlement of the plans. Due to the insignificant financial statement impact, these two plans are not included in the disclosures that follow.

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 $5.4 million for 2017. FHN anticipates making benefit payments under the non-qualified plans of $5.7 million in 2018.

Savings plan. FHN provides all qualifying full-time employees with the opportunity to participate in FHN's tax qualified 401(k) savings plan. The qualified plan allows employees to defer receipt of earned salary, up to tax law limits, on a tax-advantaged basis. Accounts, which are held in trust, may be invested in a wide range of mutual funds and in FHN common stock. Up to tax law limits, FHN provides a 100 percent match for the first 6 percent of salary deferred, with company matching contributions invested according to a participant’s current investment election. Through a non-qualified savings restoration plan, FHN provides a restorative benefit to certain highly-compensated employees who participate in the savings plan and whose contribution elections are capped by tax limitations.

FHN also provides “flexible dollars” to assist employees with the cost of annual benefits and/or allow the employee to contribute to his or her qualified savings plan account. These “flexible dollars” are pre-tax contributions and are based upon the employees’ years of service and qualified compensation. Contributions made by FHN through the flexible benefits plan and the company matches were $23.0 million for 2017, $21.6 million for 2016, and $20.8 million for 2015.

Other employee benefits. FHN provides postretirement life insurance benefits to certain employees and also provides postretirement medical insurance benefits to retirement-eligible employees. The postretirement medical plan is contributory with FHN contributing a fixed amount for certain participants. FHN’s postretirement benefits include certain prescription drug benefits.

Actuarial assumptions. FHN’s process for developing the long-term expected rate of return of pension plan assets is based on capital market exposure as the source of investment portfolio returns. Capital market exposure refers to the plan’s broad allocation of its assets to asset classes, such as large cap equity and fixed income. FHN also considers expectations for inflation, real interest rates, and various risk premiums based primarily on the historical risk premium for each asset class. The expected return is based upon a thirty year time horizon. In conjunction with the contribution made in 2016, the asset allocation strategy for the qualified pension plan was adjusted through the sale of all equity investments with investment of the proceeds, in addition to the contribution, into fixed income instruments that more closely matched the estimated duration of payment obligations. Consequently, FHN selected a 4.20 percent assumption for 2018 for the qualified defined benefit pension plan and a 2.15 percent assumption forpostretirement medical plan assets dedicated to employees who retired prior to January 1, 1993. FHN selected a 5.95 percent assumption for 2018 for postretirement medical plan assets dedicated to employees who retired after January 1, 1993.

The discount rates for the three years ended 2017 for pension and other benefits were determined by using a hypothetical AA yield curve represented by a series of annualized individual discount rates from one-half to thirty years. The discount rates are selected based upon data specific to FHN’s plans and employee population. The bonds used to create the hypothetical yield curve were subjected to several requirements to ensure that the resulting rates were representative of the bonds that would be selected by management to fulfill the company’s funding obligations. In addition to the AA rating, only non-callable bonds were included. Each bond issue was required to have at least $300 million ($250 million in 2016 and 2015) par outstanding so that each issue was sufficiently marketable. Finally, bonds more than two standard deviations from the average yield were removed. When selecting the discount rate, FHN matches the duration of high quality bonds with the duration of the obligations of the plan as of the measurement date. For all years presented, the measurement date of the benefit obligations and net periodic benefit costs was December 31.

The actuarial assumptions used in the defined benefit pension plans and other employee benefit plans were as follows:

	Benefit Obligations			Net Periodic Benefit Cost
	2017	2016	2015	2017	2016	2015
Discount rate
Qualified pension	3.76%	4.39%	4.68%	4.37%	4.69%	4.30%
Nonqualified pension	3.59%	4.07%	4.33%	4.07%	4.34%	4.00%
Other nonqualified pension	3.19%	3.39%	3.57%	3.39%	3.57%	3.35%
Postretirement benefits	3.37% - 3.87%	3.67% - 4.57%	3.76% - 4.87%	3.68% - 4.57%	3.84% - 4.87%	3.45% - 4.45%
Expected long-term rate of return
Qualified pension/ postretirement benefits	4.20%	4.50%	6.00%	4.50%	6.00%	5.85%
Postretirement benefit (retirees post January 1, 1993)	5.95%	6.00%	6.15%	6.00%	6.15%	6.35%
Postretirement benefit (retirees prior to January 1, 1993)	2.15%	2.15%	2.10%	2.15%	2.10%	2.30%

The rate of compensation increase previously had a significant effect on the actuarial assumptions used for the defined benefit pension plan. However, since the benefits in the pension plan are frozen, the rate of compensation increase has no effect upon qualified pension benefits.

The health care cost trend rate assumption previously had a significant effect on the amounts reported. However, given the change to a defined contribution subsidy model for postretirement medical insurance benefits, a one-percentage-point change in assumed health care cost trend rates would have no impact on the reported service and interest cost components or the postretirement benefit obligation at the end of the plan year since the annual rate of increase in health care costs was no longer included in the actuarial assumptions for that plan for the 2017, 2016 and 2015 measurements.

The components of net periodic benefit cost for the plan years 2017, 2016 and 2015 are as follows:

(Dollars in thousands)	Total Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	37		$	39		$	40		$	107		$	110		$	146
Interest cost	29,380			31,216			36,424			1,305			1,292			1,413
Expected return on plan assets	(36,015		)	(39,123		)	(37,516		)	(947		)	(913		)	(956		)
Amortization of unrecognized:
Prior service cost/(credit)	52			196			333			95			170			(830		)
Actuarial (gain)/loss	9,521			8,141			10,103			(567		)	(810		)	(1,014		)
Net periodic benefit cost	2,975			469			9,384			(7		)	(151		)	(1,241		)
ASC 715 curtailment (income) (a)	—			—			—			—			—			(8,283		)
ASC 715 settlement expense	43			—			—			—			—			—
Total periodic benefit costs	$	3,018		$	469		$	9,384		$	(7	)	$	(151	)	$	(9,524	)

(a) In 2015, an announced revision to the retiree medical plan triggered curtailment accounting. In accordance with its practice, FHN performed a remeasurement of the plan in conjunction with the curtailment and realized a curtailment gain.

The long-term expected rate of return is applied to the market-related value of plan assets in determining the expected return on plan assets. FHN determines the market-related value of plan assets using a calculated value that recognizes changes in the fair value of plan assets over five years, as permitted by GAAP.

In 2016, FHN changed its methodology for the calculation of interest cost for its applicable employee benefit plans. Prior to 2016 FHN utilized a weighted average discount rate to determine interest cost, which is the same discount rate used to calculate the projected benefit obligations. Starting in 2016, FHN adopted a spot rate approach which applies duration-specific rates from the full yield curve to estimated future benefit payments for the determination of interest cost. This change in accounting estimate reduced interest cost across all plans by $5.8 million in 2016.

The following tables set forth the plans’ benefit obligations and plan assets for 2017 and 2016:

(Dollars in thousands)	Total Pension Benefits						Other Benefits
	2017			2016			2017			2016
Change in benefit obligation
Benefit obligation, beginning of year	$	804,542		$	816,529		$	35,403		$	33,166
Service cost	37			39			107			110
Interest cost	29,380			31,216			1,305			1,292
Actuarial (gain)/loss	63,876			12,733			3,733			2,110
Actual benefits paid (a)	(56,951		)	(55,975		)	(986		)	(1,275		)
Benefit obligation, end of year	$	840,884		$	804,542		$	39,562		$	35,403
Change in plan assets
Fair value of plan assets, beginning of year	$	778,872		$	638,169		$	16,717		$	16,128
Actual return on plan assets	84,534			27,448			2,458			991
Employer contributions	4,789			169,230			564			873
Actual benefits paid – settlement payments	—			—			(986		)	(1,275		)
Actual benefits paid – other payments	(56,951		)	(55,975		)	—			—
Fair value of plan assets, end of year	$	811,244		$	778,872		$	18,753		$	16,717
Funded status of the plans	$	(29,640	)	$	(25,670	)	$	(20,809	)	$	(18,686	)
Amounts recognized in the Statements of Condition
Other assets	$	11,238		$	18,104		$	15,254		$	13,050
Other liabilities	(40,878		)	(43,774		)	(36,063		)	(31,736		)
Net asset/(liability) at end of year	$	(29,640	)	$	(25,670	)	$	(20,809	)	$	(18,686	)

(a) 2017 and 2016 amounts are higher than historical trends due to the settlements of certain terminated, vested participants in the qualified pension plan that occurred during these years.

The qualified pension plan was overfunded as of December 31, 2017 by $11.2 million. The nonqualified pension plans were underfunded as of December 31, 2017 by $40.9 million. Because of the pension freeze as of the end of 2012, the pension benefit obligation and the accumulated benefit obligation are the same as of December 31, 2017 and 2016. The qualified pension plan was overfunded as of December 31, 2016 by $18.1 million.

Unrecognized actuarial gains and losses and unrecognized prior service costs and credits are recognized as a component of accumulated other comprehensive income. Balances reflected in accumulated other comprehensive income on a pre-tax basis for the years ended December 31, 2017 and 2016 consist of:

(Dollars in thousands)	Total Pension Benefits				Other Benefits
	2017		2016		2017			2016
Amounts recognized in accumulated other comprehensive income
Prior service cost/(credit)	$	—	$	52	$	—		$	95
Net actuarial (gain)/loss	385,517		379,724		(5,093		)	(8,076		)
Total	$	385,517	$	379,776	$	(5,093	)	$	(7,981	)

The pre-tax amounts recognized in other comprehensive income during 2017 and 2016 were as follows:

(Dollars in thousands)	Total Pension Benefits						Other Benefits
	2017			2016			2017			2016
Changes in plan assets and benefit obligation recognized in other comprehensive income
Net actuarial (gain)/loss arising during measurement period	$	15,357		$	24,408		$	2,222		$	2,032
Items amortized during the measurement period:
Prior service credit/(cost)	(52		)	(196		)	(95		)	(170		)
Net actuarial gain/(loss)	(9,521		)	(8,141		)	567			810
Total recognized in other comprehensive income	$	5,784		$	16,071		$	2,694		$	2,672

FHN utilizes the minimum amortization method in determining the amount of actuarial gains or losses to include in plan expense. Under this approach, the net deferred actuarial gain or loss that exceeds a threshold is amortized over the average remaining service period of active plan participants. The threshold is measured as the greater of: 10 percent of a plan’s projected benefit obligation as of the beginning of the year or 10 percent of the market related value of plan assets as of the beginning of the year. FHN amortizes actuarial gains and losses using the estimated average remaining life expectancy of the remaining participants since all participants are considered inactive due to the freeze.

For pension plans, the estimated actuarial loss that would be amortized from AOCI into net periodic benefit cost in 2018 is $11.8 million. For other postretirement plans, the estimated actuarial loss to be amortized from AOCI into net periodic benefit in 2018 is $21.6 million.

FHN does not expect any defined benefit pension plan’s and other employee benefit plan’s assets to be returned to FHN in 2018.

The following table provides detail on expected benefit payments, which reflect expected future service, as appropriate:

(Dollars in thousands)	Pension Benefits		Other Benefits
2018	$	36,117	$	2,543
2019	38,554		1,590
2020	40,784		1,647
2021	42,536		1,710
2022	43,381		1,775
2023-2027	234,305		9,963

Plan assets. FHN’s overall investment goal is to create, over the life of the pension plan and retiree medical plan, an adequate pool of sufficiently liquid assets to support the qualified pension benefit obligations to participants, retirees, and beneficiaries, as well as to partially support the medical obligations to retirees and beneficiaries. Thus, the qualified pension plan and retiree medical plan seek to achieve a high level of investment return consistent with a prudent level of portfolio risk.

Prior to the contribution in third quarter 2016, FHN had adopted an investment strategy that reduced equities and increased long duration fixed income allocations over time with the intention of reducing volatility of funded status and pension costs. Plan assets were shifted from equities to fixed income securities when certain funded status thresholds were met. Subsequent to the 2016 contribution, qualified pension plan assets primarily consist of fixed income securities which include U.S. treasuries, corporate bonds of companies from diversified industries, municipal bonds, and foreign bonds. Fixed income investments generally have long durations consistent with the estimated pension liabilities of FHN. This duration-matching strategy is intended to hedge substantially all of the plan’s risk associated with future benefit payments. Retiree medical funds are kept in short-term investments, primarily money market funds and mutual funds. On December 31, 2017 and 2016, FHN did not have any significant concentrations of risk within the plan assets related to the pension plan or the retiree medical plan.

The fair value of FHN’s pension plan assets at December 31, 2017 and 2016, by asset category classified using the Fair Value measurement hierarchy is shown in the table below. See Note 24 – Fair Value of Assets and Liabilities for more details about Fair Value measurements.

(Dollars in thousands)	December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	21,152	$	—	$	—	$	21,152
Fixed income securities:
U.S. treasuries	—		27,173		—		27,173
Corporate, municipal and foreign bonds	—		762,919		—		762,919
Total	$	21,152	$	790,092	$	—	$	811,244

(Dollars in thousands)	December 31, 2016
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	23,815	$	—	$	—	$	23,815
Fixed income securities:
U.S. treasuries	—		30,576		—		30,576
Corporate, municipal and foreign bonds	—		505,374		—		505,374
Common and collective funds:
Fixed income	—		219,107		—		219,107
Total	$	23,815	$	755,057	$	—	$	778,872

Any shortfall of investment performance compared to investment objectives should be explainable in terms of general economic and capital market conditions. The Pension and Savings Investment Committees, comprised of senior managers within the organization, meet regularly to review asset performance and potential portfolio revisions. With the change in asset allocation in 2016, adjustments to the qualified pension plan asset allocation have primarily reflected changes in anticipated liquidity needs for plan benefits.

The fair value of FHN’s retiree medical plan assets at December 31, 2017 and 2016 by asset category are as follows:

(Dollars in thousands)	December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	364	$	—	$	—	$	364
Mutual funds:
Equity mutual funds	11,402		—		—		11,402
Fixed income mutual funds	6,987		—		—		6,987
Total	$	18,753	$	—	$	—	$	18,753

(Dollars in thousands)	December 31, 2016
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	626	$	—	$	—	$	626
Mutual funds:
Equity mutual funds	10,443		—		—		10,443
Fixed income mutual funds	5,648		—		—		5,648
Total	$	16,717	$	—	$	—	$	16,717

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Stock Options, Restricted Stock, and Dividend Reinvestment Plans

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Options, Restricted Stock, and Dividend Reinvestment Plans

Stock Options, Restricted Stock, and Dividend Reinvestment Plans

Equity compensation plans

FHN currently has one plan, its shareholder-approved Equity Compensation Plan (“ECP”), which authorizes the grant of new stock-based awards to employees and directors. Most awards outstanding at year end were granted under the ECP, though older stock options and certain deferred stock units remain outstanding under several plans which no longer are active. The ECP authorizes a broad range of award types, including restricted shares, stock units, and stock options. Stock units may be paid in shares or cash, depending upon the terms of the award. The ECP also authorizes the grant of stock appreciation rights, though no such grants have been made. Unvested awards have service and/or performance conditions which must be met in order for the shares to vest. Awards generally have service-vesting conditions, meaning that the employee must remain employed by FHN for certain periods in order for the award to vest. Some outstanding awards also have performance conditions, and two outstanding awards have performance conditions associated with FHN’s stock price. FHN operates the ECP by establishing award programs, each of which is intended to cover a specific need. Programs are created, changed, or terminated as needs change. On December 31, 2017, there were 10,233,661 shares available for new awards under the ECP. The ECP imposes a separate limit on full-value (non-option) awards which is included within the overall limit; at December 31, 2017 there were 7,927,593 shares available to be granted as full-value awards.

Service condition full-value awards. Awards may be granted with service conditions only. In recent years, programs using these awards have included annual programs for executives and selected management employees, a mandatory deferral program for executives tied to annual bonuses earned, other mandatory or elective deferral programs, various retention programs, and special hiring-incentive situations. Details of the awards vary by program, but most are settled in shares at vesting rather than cash, and vesting rarely begins earlier than the first anniversary of grant and rarely extends beyond the fourth anniversary of grant. Annual programs tend to use multiple annual vesting dates while retention programs tend to use a single vesting date, but there are exceptions.

Performance condition awards. Under FHN’s long-term incentive and corporate performance programs, performance stock units (“PSUs”) (executives) and cash units (selected management employees) are granted annually and vest only if predetermined performance measures are met. The measures are changed each year based on goals and circumstances prevailing at the time of grant. In recent years the performance periods have been three years, with service-vesting near the third anniversary of the grant. PSUs granted after 2014 also have a two year post-vest holding period. Recent annual performance awards require pro-rated forfeiture for performance falling between a threshold level and a maximum, but all-or-nothing awards have also been granted. Performance awards sometimes are used to provide a narrow, targeted incentive to a single person or small group; two such awards which include a market performance condition to FHN’s Chief Executive Officer (“CEO”) are discussed in the next paragraph. Of the annual program awards paid during 2017 or outstanding on December 31, 2017: performance conditions related to the 2014 units were met at the 112.5 percent payout level and were paid in 2017; the three-year performance period of the 2015 units has ended but performance is measured relative to peers and has not yet been determined; and, the three-year performance periods for the 2016 and 2017 units have not ended.

Market condition awards. In 2016 and 2012, FHN made special grants of performance stock units to FHN’s CEO which will vest at the end of a performance period of seven years and five years, respectively. The awards have no provision for pro-rated payment based on partial performance. The 2016 award’s performance goal is based on achievement of a specific level of total shareholder return during the performance period. The 2012 award’s two alternative performance goals are: FHN’s common stock price achieves and maintains a certain level for a certain period of time; or FHN’s total shareholder return during the entire period achieves a certain level.

Director awards. Non-employee directors receive cash and annual grants of service-conditioned stock units under a program approved by the board of directors. Director stock units are settled in shares at vesting in the year following the year of grant. In 2017 and 2016 each director received $65,000 or prorated equivalent of stock units, representing a portion of their annual retainer. Prior to 2005 directors could elect to defer cash compensation in the form of discount-priced stock options, some of which remain outstanding.

Stock and stock unit awards. A summary of restricted and performance stock and unit activity during the year ended December 31, 2017, is presented below:

	Shares/ Units (a)		Weighted average grant date fair value (per share) (b)
Nonvested on January 1, 2017	4,004,402		11.28
Shares/units granted	1,238,754		18.83
Shares/units vested	(847,107	)	11.64
Shares/units cancelled	(424,833	)	10.51
Nonvested on December 31, 2017	3,971,216		12.92

(a) Includes only units that settle in shares and nonvested performance units are included at 100% payout level.

(b) The weighted average grant date fair value for shares/units granted in 2016 and 2015 was $12.90 and $13.90, respectively.

On December 31, 2017, there was $27.6 million of unrecognized compensation cost related to nonvested restricted stock awards. That cost is expected to be recognized over a weighted-average period of 2.5 years. The total grant date fair value of shares vested during 2017, 2016 and 2015, was $9.9 million, $9.7 million and $9.9 million, respectively.

Stock option awards. Currently FHN operates only a single option program, calling for annual grants of service-vested options to executives. In the past, however, option programs varied widely in their uses and terms, and many old-program options, granted under the ECP or its predecessor plans, remain outstanding today. Except for substitute options (discussed below), all options granted since 2005 provide for the issuance of FHN common stock at a price fixed at its fair market value on the grant date. Except for substitute options, converted options and a special retention stock option award to the CEO in 2016, all options granted since 2008 vest fully no later than the fourth anniversary of grant, and all such options expire seven years from the grant date. Substitute options can be issued under the ECP in exchange for options of an acquired company that are canceled in a merger. The price, vesting, expiration, and other terms of the substitute options economically mirror those of the canceled options. FHN issued substitute options in the TAF transaction which closed in October, 2015. Converted options from CBF are all fully vested and expire ten years from grant date. The 2016 retention award vests beginning on the fourth anniversary of grant and extends through the sixth anniversary of grant. A deferral program, which was discontinued in 2005, allowed for foregone compensation plus the exercise price to equal the fair market value of the stock on the date of grant if the grantee agreed to receive the options in lieu of compensation. Deferral options still outstanding expire 20 years from the grant date.

The summary of stock option activity for the year ended December 31, 2017, is shown below:

	Options Outstanding		Weighted Average Exercise Price (per share)	Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value (thousands)
January 1, 2017	5,937,156		17.86
Options converted from CBF	1,059,685		11.54
Options granted	423,638		19.73
Options exercised	(475,995	)	13.66
Options expired/cancelled	(335,913	)	27.21
December 31, 2017	6,608,571		16.80	3.18	34,003
Options exercisable	5,016,496		17.65	2.56	24,646
Options expected to vest	1,592,075		14.11	5.13	9,358

The total intrinsic value of options exercised during 2017, 2016 and 2015 was $2.5 million, $10.6 million and $2.8 million, respectively. On December 31, 2017, there was $2.2 million of unrecognized compensation cost related to nonvested stock options. That cost is expected to be recognized over a weighted-average period of 3.2 years.

FHN granted or converted 1,483,323, 971,328 and 595,229 stock options with a weighted average fair value of $4.69, $2.95 and $4.01 per option at grant date in 2017, 2016 and 2015, respectively.

FHN used the Black-Scholes Option Pricing Model to estimate the fair value of stock options granted or converted in 2017, 2016, and 2015 with the following assumptions:

	2017	2016	2015
Expected dividend yield	1.82%	2.41%	1.68%
Expected weighted-average lives of options granted	6.09 years	6.19 years	6.18 years
Expected weighted-average volatility	26.90%	32.84%	32.26%
Expected volatility range	24.36 - 29.44%	30.73 – 34.95%	23.67 – 40.85%
Risk-free interest rate	2.07%	1.28%	1.68%

Expected lives of options granted are determined based on the vesting period, historical exercise patterns and contractual term of the options. FHN uses a blend of historical and implied volatility in determining expected volatility. A portion of the weighted average volatility rate is derived by compiling daily closing stock prices over a historical period approximating the expected lives of the options. Additionally, because of market volatility due to economic conditions and the impact on stock prices of financial institutions, FHN also incorporates a measure of implied volatility so as to incorporate more recent market conditions in the estimation of future volatility.

Compensation Cost. The compensation cost that has been included in the Consolidated Statements of Income pertaining to stock-based awards was $20.6 million, $17.5 million, and $13.8 million for 2017, 2016, and 2015, respectively. The corresponding total income tax benefits recognized were $7.9 million in 2017, $6.7 million in 2016, and $5.3 million in 2015.

Authorization. Consistent with Tennessee state law, only authorized, but unissued, stock may be utilized in connection with any issuance of FHN common stock which may be required as a result of stock based compensation awards. FHN has obtained authorization from the Board of Directors to repurchase up to certain number of shares, related to issuance under the ECP and older stock award plans. These authorizations are automatically adjusted for stock splits and stock dividends. Repurchases are authorized to be made in the open market or through privately negotiated transactions and will be subject to market conditions, accumulation of excess equity, legal and regulatory restrictions, and prudent capital management. FHN does not currently expect to repurchase a material number of shares under the compensation plan-related repurchase program during 2018.

Dividend reinvestment plan. The Dividend Reinvestment and Stock Purchase Plan authorizes the sale of FHN’s common stock from stock acquired on the open market to shareholders who choose to invest all or a portion of their cash dividends or make optional cash payments of $25 to $10,000 per quarter without paying commissions. The price of stock purchased on the open market is the average price paid.

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Business Segment Information

12 Months Ended

Dec. 31, 2017

Segment Reporting, Measurement Disclosures [Abstract]

Business Segment Information

Business Segment Information

FHN has four business segments: regional banking, fixed income, corporate, and non-strategic. The regional banking segment offers financial products and services, including traditional lending and deposit taking, to consumer and commercial customers in Tennessee, North Carolina, South Carolina, Florida and other selected markets. Regional banking also provides investments, financial planning, trust services and asset management, mortgage banking, credit card, and cash management. Additionally, the regional banking segment includes correspondent banking which provides credit, depository, and other banking related services to other financial institutions nationally. The fixed income segment consists of fixed income securities sales, trading, and strategies for institutional clients in the U.S. and abroad, as well as loan sales, portfolio advisory services, and derivative sales. The corporate segment consists of unallocated corporate expenses, expense on subordinated debt issuances, bank-owned life insurance, unallocated interest income associated with excess equity, net impact of raising incremental capital, revenue and expense associated with deferred compensation plans, funds management, tax credit investment activities, derivative valuation adjustments related to prior sales of Visa Class B shares, gain/(loss) on extinguishment of debt, and acquisition- and integration-related costs. The non-strategic segment consists of the wind-down national consumer lending activities, legacy mortgage banking elements including servicing fees, and the associated ancillary revenues and expenses related to these businesses. Non-strategic also includes the wind-down trust preferred loan portfolio and 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. 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 table reflects the amounts of consolidated revenue, expense, tax, and average assets, as well as, depreciation and amortization expense and expenditures for long lived assets for each segment for the years ended December 31:

(Dollars in thousands)	2017		2016		2015
Consolidated
Net interest income	$	842,314	$	729,084	$	653,720
Provision/(provision credit) for loan losses	—		11,000		9,000
Noninterest income	490,219		552,441		517,325
Noninterest expense	1,023,661		925,204		1,053,791
Income/(loss) before income taxes	308,872		345,321		108,254
Provision/(benefit) for income taxes	131,892		106,810		10,941
Net income/(loss)	$	176,980	$	238,511	$	97,313
Average assets	$	29,924,813	$	27,427,227	$	25,635,975
Depreciation and amortization	$	70,924	$	64,673	$	60,743
Expenditures for long-lived assets	287,642		62,554		43,514

(Dollars in thousands)	2017			2016			2015
Regional Banking
Net interest income	$	848,952		$	741,852		$	655,152
Provision/(provision credit) for loan losses	21,647			38,887			34,545
Noninterest income	258,609			249,003			251,586
Noninterest expense	629,773			615,821			562,799
Income/(loss) before income taxes	456,141			336,147			309,394
Provision/(benefit) for income taxes	162,985			120,100			110,349
Net income/(loss)	$	293,156		$	216,047		$	199,045
Average assets	$	19,621,764		$	17,143,464		$	14,932,207
Depreciation and amortization	$	43,255		$	39,177		$	37,997
Expenditures for long-lived assets	276,012			51,354			37,367
Fixed Income
Net interest income	$	18,010		$	10,765		$	15,517
Noninterest income	217,077			269,339			231,314
Noninterest expense	210,937			229,576			220,149
Income/(loss) before income taxes	24,150			50,528			26,682
Provision/(benefit) for income taxes	7,919			18,070			8,999
Net income/(loss)	$	16,231		$	32,458		$	17,683
Average assets	$	2,544,842		$	2,365,661		$	2,370,355
Depreciation and amortization	$	9,026		$	5,981		$	6,108
Expenditures for long-lived assets	2,106			2,099			1,706
Corporate
Net interest income/(expense)	$	(58,915	)	$	(65,902	)	$	(71,680	)
Noninterest income (a)	8,926			20,436			23,331
Noninterest expense	139,390			58,913			57,830
Income/(loss) before income taxes	(189,379		)	(104,379		)	(106,179		)
Provision/(benefit) for income taxes	(45,922		)	(55,777		)	(80,085		)
Net income/(loss)	$	(143,457	)	$	(48,602	)	$	(26,094	)
Average assets	$	6,278,281		$	6,030,313		$	6,001,168
Depreciation and amortization	$	18,249		$	19,078		$	16,054
Expenditures for long-lived assets	9,383			8,946			3,971
Non-Strategic
Net interest income	$	34,267		$	42,369		$	54,731
Provision/(provision credit) for loan losses	(21,647		)	(27,887		)	(25,545		)
Noninterest income	5,607			13,663			11,094
Noninterest expense	43,561			20,894			213,013
Income/(loss) before income taxes	17,960			63,025			(121,643		)
Provision/(benefit) for income taxes	6,910			24,417			(28,322		)
Net income/(loss)	$	11,050		$	38,608		$	(93,321	)
Average assets	$	1,479,926		$	1,887,789		$	2,332,245
Depreciation and amortization	$	394		$	437		$	584
Expenditures for long-lived assets	141			155			470

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

(a) 2017 includes a $14.3 million pre-tax loss from the repurchase of equity securities previously included in a financing transaction.

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Variable Interest Entities

12 Months Ended

Dec. 31, 2017

Variable Interest Entities [Abstract]

Variable Interest Entities

Variable Interest Entities

ASC 810 defines a VIE as a legal entity where (a) the equity investors, as a group, lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support, (b) the equity investors, as a group, lack either, (1) the power through voting rights, or similar rights, to direct the activities of an entity that most significantly impact the entity’s economic performance, (2) the obligation to absorb the expected losses of the entity, or (3) the right to receive the expected residual returns of the entity, or (c) the entity is structured with non-substantive voting rights. A variable interest is a contractual ownership or other interest that fluctuates with changes in the fair value of the VIE’s net assets exclusive of variable interests. Under ASC 810, as amended, a primary beneficiary is required to consolidate a VIE when it has a variable interest in a VIE that provides it with a controlling financial interest. For such purposes, the determination of whether a controlling financial interest exists is based on whether a single party has both the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could potentially be significant.

Consolidated Variable Interest Entities

FHN holds variable interests in a proprietary HELOC securitization trust it established as a source of liquidity for consumer lending operations. Based on its restrictive nature, the trust is considered a VIE as the holders of equity at risk do not have the power through voting rights or similar rights to direct the activities that most significantly impact the trust’s economic performance. The retention of mortgage service rights ("MSR") and a residual interest results in FHN potentially absorbing losses or receiving benefits that are significant to the trust. FHN is considered the primary beneficiary, as it is assumed to have the power, as Master Servicer, to most significantly impact the activities of the VIE. Consolidation of the trust results in the recognition of the trust proceeds as restricted borrowings since the cash flows on the securitized loans can only be used to settle the obligations due to the holders of trust securities. Through first quarter 2016 the trust experienced a rapid amortization period and FHN was obligated to provide subordinated funding. During the period, cash payments from borrowers were accumulated to repay outstanding debt securities while FHN continued to make advances to borrowers when they drew on their lines of credit. FHN then transferred the newly generated receivables into the securitization trust. FHN is reimbursed for these advances only after other parties in the securitization have received all of the cash flows to which they are entitled. If loan losses requiring draws on the related monoline insurers’ policies (which protect bondholders in the securitization) exceed a certain level, FHN may not receive reimbursement for all of the funds advanced to borrowers, as the senior bondholders and the monoline insurers typically have priority for repayment. Amounts funded from monoline insurance policies are considered restricted term borrowings in FHN’s Consolidated Statements of Condition. Except for recourse due to breaches of representations and warranties made by FHN in connection with the sale of the loans to the trust, the creditors of the trust hold no recourse to the assets of FHN.

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 VIEs consolidated by FHN as of December 31, 2017 and December 31, 2016:

	December 31, 2017				December 31, 2016
	On-Balance Sheet Consumer Loan Securitization		Rabbi Trusts Used for Deferred Compensation Plans		On-Balance Sheet Consumer Loan Securitization		Rabbi Trusts Used for Deferred Compensation Plans
(Dollars in thousands)	Carrying Value		Carrying Value		Carrying Value		Carrying Value
Assets:
Cash and due from banks	$	—	N/A		$	—	N/A
Loans, net of unearned income	24,175		N/A		35,873		N/A
Less: Allowance for loan losses	—		N/A		587		N/A
Total net loans	24,175		N/A		35,286		N/A
Other assets	47		$	80,479	283		$	74,160
Total assets	$	24,222	$	80,479	$	35,569	$	74,160
Liabilities:
Term borrowings	$	11,226	N/A		$	23,126	N/A
Other liabilities	2		$	61,733	3		$	54,746
Total liabilities	$	11,228	$	61,733	$	23,129	$	54,746

Nonconsolidated Variable Interest Entities

Low Income Housing Partnerships. First Tennessee Housing Corporation (“FTHC”), a wholly-owned subsidiary of FTBNA, makes equity investments as a limited partner in various partnerships that sponsor affordable housing projects utilizing the Low Income Housing Tax Credit (“LIHTC”) pursuant to Section 42 of the Internal Revenue Code. The purpose of these investments is to achieve a satisfactory return on capital and to support FHN’s community reinvestment initiatives. The activities of the limited partnerships include the identification, development, and operation of multi-family housing units that are leased to qualifying residential tenants generally within FHN’s primary geographic region. LIHTC partnerships are considered VIEs as FTHC, the holder of the equity investment at risk, does not have the ability to direct the activities that most significantly affect the performance of the entity through voting rights or similar rights. FTHC could absorb losses that are significant to the LIHTC partnerships as it has a risk of loss for its capital contributions and funding commitments to each partnership. The general partners are considered the primary beneficiaries as managerial functions give them the power to direct the activities that most significantly impact the entities’ economic performance and the managing members are exposed to all losses beyond FTHC’s initial capital contributions and funding commitments.

FHN accounts for all qualifying LIHTC investments under the proportional amortization method. 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 in the income statement as a component of income tax expense/(benefit). LIHTC investments that do not qualify for the proportional amortization method are accounted for using the equity method. Expenses associated with these investments were $1.8 million, $1.8 million, and $3.4 million during 2017, 2016, and 2015, respectively. The following table summarizes the impact to the Provision/(benefit) for income taxes on the Consolidated Statements of Income for the years ended December 31, 2017, 2016 and 2015 for LIHTC investments accounted for under the proportional amortization method.

(Dollars in thousands)	2017			2016			2015
Provision/(benefit) for income taxes:
Amortization of qualifying LIHTC investments (a)	$	14,037		$	14,223		$	13,496
Low income housing tax credits	(11,037		)	(10,100		)	(9,450		)
Other tax benefits related to qualifying LIHTC investments	(5,045		)	(9,779		)	(10,787		)

(a) 2017 reflects increased amortization due the effects of the Tax Act.

Other Tax Credit Investments. First Tennessee New Markets Corporation (“FTNMC”), a wholly-owned subsidiary of FTBNA, makes equity investments through wholly-owned subsidiaries as a non-managing member in various limited liability companies (“LLCs”) that sponsor community development projects utilizing the New Market Tax Credit (“NMTC”) pursuant to Section 45 of the Internal Revenue Code. The purpose of these investments is to achieve a satisfactory return on capital and to support FHN’s community reinvestment initiatives. The activities of the LLCs include providing investment capital for low-income communities within FHN’s primary geographic region. A portion of the funding of FTNMC’s investment in a NMTC LLC is obtained via a loan from an unrelated third-party that is typically a community development enterprise. The NMTC LLCs are considered VIEs as FTNMC, the holder of the equity investment at risk, does not have the ability to direct the activities that most significantly affect the performance of the entity through voting rights or similar rights. While FTNMC could absorb losses that are significant to the NMTC LLCs as it has a risk of loss for its initial capital contributions, the managing members are considered the primary beneficiaries as managerial functions give them the power to direct the activities that most significantly impact the NMTC LLCs’ economic performance and the managing members are exposed to all losses beyond FTNMC’s initial capital contributions.

FTHC also makes equity investments as a limited partner or non-managing member in entities that receive Historic Tax Credits pursuant to Section 47 of the Internal Revenue Code. The purpose of these entities is the rehabilitation of historic buildings with the tax credits provided to incent private investment in the historic cores of cities and towns. These entities are considered VIEs as FTHC, the holder of the equity investment at risk, does not have the ability to direct the activities that most significantly affect the performance of the entity through voting rights or similar rights. FTHC could absorb losses that are significant to the entities as it has a risk of loss for its capital contributions and funding commitments to each partnership. The managing members are considered the primary beneficiaries as managerial functions give them the power to direct the activities that most significantly impact the entities’ economic performance and the managing members are exposed to all losses beyond FTHC’s initial capital contributions and funding commitments.

Small Issuer Trust Preferred Holdings. FTBNA holds variable interests in trusts which have issued mandatorily redeemable preferred capital securities (“trust preferreds”) for smaller banking and insurance enterprises. FTBNA 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 FTBNA. These trusts meet 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 trusts’ economic performance. Based on the nature of the trusts’ activities and the size of FTBNA’s holdings, FTBNA could potentially receive benefits or absorb losses that are significant to the trusts regardless of whether a majority of a trust’s securities are held by FTBNA. However, since FTBNA 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. FTBNA has no contractual requirements to provide financial support to the trusts.

On-Balance Sheet Trust Preferred Securitization. In 2007, FTBNA 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. FTBNA could potentially receive benefits or absorb losses that are significant to the trust based on the size and priority of the interests it retained in the securities issued by the trust. However, since FTBNA did not retain servicing or other decision making rights, FTBNA 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, FTBNA has accounted for the funds received through the securitization as a term borrowing in its Consolidated Statements of Condition. FTBNA has no contractual requirements to provide financial support to the trust.

Proprietary Residential Mortgage Securitizations. FHN holds variable interests (primarily principal-only strips) in proprietary residential mortgage securitization trusts it established prior to 2008 as a source of liquidity for its mortgage banking operations. Prior to fourth quarter 2016 these interests included MSR and interest-only strips. Except for recourse due to breaches of representations and warranties made by FHN in connection with the sale of the loans to the trusts, the creditors of the trusts hold no recourse to the assets of FHN. Additionally, FHN has no contractual requirements to provide financial support to the trusts. Based on their restrictive nature, the trusts are considered VIEs as the holders of equity at risk do not have the power through voting rights, or similar rights, to direct the activities that most significantly impact the trusts’ economic performance. While it held MSR, FHN was assumed to have the power as servicer to most significantly impact the activities of such VIEs. However, in situations where FHN did not have the ability to participate in significant portions of a securitization trust’s cash flows, FHN was not considered the primary beneficiary of the trust. Therefore, these trusts were not consolidated by FHN.

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 Troubled Debt Restructurings. For certain troubled commercial loans, FTBNA restructures the terms of the borrower’s debt in an effort to increase the probability of receipt of amounts contractually due. Following a troubled debt restructuring, 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 FTBNA 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, FTBNA is exposed to potentially significant benefits and losses of the borrowing entity. FTBNA 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.

Sale Leaseback Transaction. FTB has entered into an agreement with a single asset leasing entity for the sale and leaseback of an office building. In conjunction with this transaction, FTB loaned funds to a related party of the buyer that were used for the purchase price of the building. FTB also entered into a construction loan agreement with the single asset entity for renovation of the building. Since this transaction did not qualify as a sale, it is being accounted for using the deposit method which creates a net asset or liability for all cash flows between FTB and the buyer. The buyer-lessor in this transaction meets the definition of a VIE as it does not have sufficient equity at risk since FTB is providing the funding for the purchase and renovation. A related party of the buyer-lessor has the power to direct the activities that most significantly impact the operations and could potentially receive benefits or absorb losses that are significant to the transactions, making it the primary beneficiary. Therefore, FTB does not consolidate the leasing entity.

Proprietary Trust Preferred Issuances. In conjunction with the acquisition of CBF, FHN acquired junior subordinated debt totaling $212.4 million underlying multiple issuances of trust preferred debt by institutions previously acquired by CBF. All of these 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 power through voting rights, or similar rights, 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 table summarizes FHN’s nonconsolidated VIEs as of December 31, 2017:

(Dollars in thousands)	Maximum Loss Exposure		Liability Recognized		Classification
Type:
Low income housing partnerships	$	94,798	$	33,348	(a)
Other tax credit investments (b) (c)	20,394		—		Other assets
Small issuer trust preferred holdings (d)	332,455		—		Loans, net of unearned income
On-balance sheet trust preferred securitization	48,817		65,357		(e)
Proprietary residential mortgage securitizations	2,151		—		Trading securities
Holdings of agency mortgage-backed securities (d)	5,349,287		—		(f)
Commercial loan troubled debt restructurings (g)	19,411		—		Loans, net of unearned income
Sale-leaseback transaction	14,827		—		(h)
Proprietary trust preferred issuances (i)	—		212,378		Term borrowings

(a) Maximum loss exposure represents $61.5 million of current investments and $33.3 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 2020.

(b) A liability is not recognized as investments are written down over the life of the related tax credit.

(c) Maximum loss exposure represents current investment balance. Of the initial investment, $18.0 million was funded through loans from community development enterprises.

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

(e) Includes $112.5 million classified as Loans, net of unearned income, and $1.7 million classified as Trading securities which are offset by $65.4 million classified as Term borrowings.

(f) Includes $.5 billion classified as Trading securities and $4.8 billion classified as Securities available-for-sale.

(g) Maximum loss exposure represents $19.1 million of current receivables and $.3 million of contractual funding commitments on loans related to commercial borrowers involved in a troubled debt restructuring.

(h) Maximum loss exposure represents the current loan balance plus additional funding commitments less amounts received from the buyer-lessor.

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

The following table summarizes FHN’s nonconsolidated VIEs as of December 31, 2016:

(Dollars in thousands)	Maximum Loss Exposure		Liability Recognized		Classification
Type:
Low income housing partnerships	$	73,582	$	17,398	(a)
Other tax credit investments (b) (c)	21,898		—		Other assets
Small issuer trust preferred holdings (d)	332,985		—		Loans, net of unearned income
On-balance sheet trust preferred securitization	49,361		64,812		(e)
Proprietary residential mortgage securitizations	2,568		—		Trading securities
Holdings of agency mortgage-backed securities (d)	4,163,313		—		(f)
Commercial loan troubled debt restructurings (g)	42,696		—		Loans, net of unearned income
Sale-leaseback transaction	11,827		—		(h)

(a) Maximum loss exposure represents $56.2 million of current investments and $17.4 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 2017.

(b) A liability is not recognized as investments are written down over the life of the related tax credit.

(c) Maximum loss exposure represents current investment balance. Of the initial investment, $18.0 million was funded through loans from community development enterprises.

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

(e) Includes $112.5 million classified as Loans, net of unearned income, and $1.7 million classified as Trading securities which are offset by $64.8 million classified as Term borrowings.

(f) Includes $.4 billion classified as Trading securities and $3.8 billion classified as Securities available-for-sale.

(g) Maximum loss exposure represents $37.5 million of current receivables and $5.2 million of contractual funding commitments on loans related to commercial borrowers involved in a troubled debt restructuring.

(h) Maximum loss exposure represents the current loan balance plus additional funding commitments less amounts received from the buyer-lessor.

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Derivatives

12 Months Ended

Dec. 31, 2017

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 customers’ 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 Asset/Liability Committee (“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. Commencing in first quarter 2017, a central clearinghouse revised the treatment of daily margin posted or received from collateral to legal settlements of the related derivative contracts. This change resulted in a reduction in derivative assets and liabilities and corresponding reductions in collateral posted and received as these amounts are now presented net by contract in the Consolidated Statements of Condition. This change has no effect on hedge accounting or gains/losses for the applicable derivative contracts. On December 31, 2017 and 2016, respectively, FHN had $27.8 million and $47.8 million of cash receivables and $28.3 million and $32.8 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 in a dealer capacity to facilitate customer transactions and as a risk management tool. Where contracts have been created for customers, 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

FHN’s fixed income segment trades U.S. Treasury, U.S. Agency, government-guaranteed loan, mortgage-backed, corporate and municipal fixed income securities, and other securities for distribution to customers. When these securities settle on a delayed basis, they are considered forward contracts. Fixed income also enters into interest rate contracts, including caps, swaps, and floors, for its customers. In addition, fixed income 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 currently in fixed income noninterest income. Related assets and liabilities are recorded on the Consolidated Statements of Condition as Derivative assets and Derivative liabilities. The FTN Financial 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 $173.9 million and $229.7 million for the years ended December 31, 2017 and 2016, respectively. Trading revenues are inclusive of both derivative and non-derivative financial instruments, and are included in fixed income noninterest income.

The following tables summarize FHN’s derivatives associated with fixed income trading activities as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts	$	2,026,753	$	22,097	$	18,323
Offsetting Upstream Interest Rate Contracts	2,026,753		17,931		20,720
Option Contracts Purchased	20,000		15		—
Forwards and Futures Purchased	6,257,140		4,354		5,526
Forwards and Futures Sold	6,292,012		5,806		4,010

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts	$	1,697,992	$	39,495	$	14,996
Offsetting Upstream Interest Rate Contracts	1,697,992		14,996		39,495
Option Contracts Purchased	17,500		63		—
Option Contracts Written	5,000		—		8
Forwards and Futures Purchased	2,916,750		6,257		26,659
Forwards and Futures Sold	3,085,396		27,330		6,615

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 customers 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.

FHN has designated a derivative transaction in a hedging strategy to manage interest rate risk on $400.0 million of senior debt issued by FTBNA which matures in December 2019. This qualifies for hedge accounting under ASC 815-20 using the long-haul method. FHN entered into a pay floating, receive fixed interest rate swap to hedge the interest rate risk of the senior debt. The balance sheet impact of this swap was $.1 million and $1.6 million in Derivative assets as of December 31, 2017 and 2016. There was an insignificant level of ineffectiveness related to this hedge.

FHN has designated a derivative transaction in a hedging strategy to manage interest rate risk on $500.0 million of senior debt which matures in December 2020. This qualifies for hedge accounting under ASC 815-20 using the long-haul method. FHN entered into a pay floating, receive fixed interest rate swap to hedge the interest rate risk of the senior debt. The balance sheet impact of this swap was $.2 million in Derivative assets as of December 31, 2017 and $7.3 million in Derivative liabilities as of December 31, 2016. There was an insignificant level of ineffectiveness related to this hedge.

The following tables summarize FHN’s derivatives associated with interest rate risk management activities as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts	$	1,608,912	$	11,644	$	19,780
Offsetting Upstream Interest Rate Contracts	1,608,912		18,473		11,019
Debt Hedging
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	371	N/A
Hedged Items:
Term Borrowings	N/A		N/A		$	900,000	(a)

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts	$	1,357,920	$	17,566	$	14,277
Offsetting Upstream Interest Rate Contracts	1,357,920		14,277		18,066
Debt Hedging
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	1,628	$	7,276
Hedged Items:
Term Borrowings	N/A		N/A		$	900,000	(a)

(a) Represents par value of term borrowings being hedged.

The following table summarizes gains/(losses) on FHN’s derivatives associated with interest rate risk management activities for the years ended December 31, 2017, 2016, and 2015:

	Year Ended December 31
	2017			2016			2015
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)			Gains/(Losses)
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts (a)	$	(10,703	)	$	(22,969	)	604
Offsetting Upstream Interest Rate Contracts (a)	10,699			22,969			(604		)
Debt Hedging
Hedging Instruments:
Interest Rate Swaps (a)	$	(7,766	)	$	(3,552	)	$	(23,194	)
Hedged Items:
Term Borrowings (a) (b)	7,582			3,429			23,414

(a) Gains/losses included in the All other expense section of the Consolidated Statements of Income.

(b) Represents gains and losses attributable to changes in fair value due to interest rate risk as designated in ASC 815-20 hedging relationships.

In first quarter 2016, FHN entered into a pay floating, receive fixed interest rate swap in a hedging strategy to manage its exposure to the variability in cash flows related to the interest payments for the following five years on $250 million principal of debt instruments, which primarily consist of held-to-maturity trust preferred loans that have variable interest payments based on 3-month LIBOR. In first quarter 2017, FHN initiated cash flow hedges of $650 million notional amount that have durations between three and seven years. The debt instruments primarily consist of held-to-maturity commercial loans that have variable interest payments based on 1-month LIBOR. These qualify for hedge accounting as cash flow hedges under ASC 815-20. Changes in the fair value of these derivatives are recorded as a component of AOCI, to the extent that the hedging relationships are effective. Amounts are reclassified from AOCI to earnings as the hedged cash flows affect earnings. FTB measures the ineffectiveness using the Hypothetical Derivative Method. AOCI is adjusted to an amount that reflects the lesser of either the cumulative change in fair value of the swaps or the cumulative change in the fair value of the hypothetical derivative instruments. To the extent that any ineffectiveness exists in the hedge relationships, the amounts are recorded in current period earnings. Interest paid or received for these swaps is recognized as an adjustment to interest income of the assets whose cash flows are being hedged.

The following tables summarize FHN’s derivative activities associated with cash flow hedges as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	942	N/A
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A		$	900,000	N/A

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps	$	250,000	N/A		$	2,045
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A		$	250,000	N/A

The following table summarizes gains/(losses) on FHN’s derivatives associated with cash flow hedges for the years ended December 31, 2017 and 2016:

	Year Ended December 31
	2017			2016
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps (a) (b)	$	(8,264	)	$	(2,045	)
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A			N/A

(a) Amount represents the pre-tax gains/(losses) included within AOCI.

(b) Approximately $3.0 million of losses are expected to be reclassified into earnings in the next twelve months.

Prior to third quarter 2017, FHN hedged held-to-maturity trust preferred loans which had an initial fixed rate term before conversion to a floating rate. FHN had entered into pay fixed, receive floating interest rate swaps to hedge the interest rate risk associated with the initial term. Interest paid or received for these swaps was recognized as an adjustment of the interest income of the assets whose risk was being hedged. Basis adjustments remaining at the end of the hedge term were amortized as an adjustment to interest income over the remaining life of the loans. Gains or losses were included in Other income and commissions on the Consolidated Statements of Income. These hedges expired in third quarter 2017.

The following table summarizes FHN’s derivative activities associated with held-to-maturity trust preferred loans as of December 31, 2016:

	December 31, 2016
(Dollars in thousands)	Notional		Assets			Liabilities
Loan Portfolio Hedging
Hedging Instruments:
Interest Rate Swaps	$	6,500	N/A			$	208
Hedged Items:
Trust Preferred Loans (a)	N/A		$	6,500	(b)	N/A

(a) Assets included in the Loans, net of unearned income section of the Consolidated Statements of Condition.

(b) Represents principal balance being hedged.

The following table summarizes gains/(losses) on FHN’s derivatives associated with held-to-maturity trust preferred loans for the year ended December 31, 2016 and 2015:

	Year Ended December 31
	2016			2015
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)
Loan Portfolio Hedging
Hedging Instruments:
Interest Rate Swaps	$	280		$	256
Hedged Items:
Trust Preferred Loans (a)	$	(276	)	$	(253	)

(a) Represents gains and losses attributable to changes in fair value due to interest rate risk as designated in ASC 815-20 hedging relationships.

Other Derivatives

In conjunction with the sales of a portion of its Visa Class B shares, FHN and the purchaser 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 December 31, 2017 and 2016, the derivative liabilities associated with the sales of Visa Class B shares were $5.6 million and $6.2 million, respectively. See the Visa Matters section of Note 17 – Contingencies and Other Disclosures for more information regarding FHN’s Visa shares.

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 December 31, 2017 and 2016, these loans were valued at $1.5 million and $3.8 million, respectively. The balance sheet amount and the gains/losses associated with these derivatives were not significant.

Master Netting and Similar Agreements

As previously discussed, 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 International Swap and Derivatives Association (“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 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 Statements of Condition.

Interest rate derivatives with customers 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 Statements of Condition. 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 entered into prior to required central clearing 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 FTBNA is lowered, FHN could be required to post additional collateral with the counterparties. Conversely, if the credit rating of FHN and/or FTBNA 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 FTBNA 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 $23.3 million of assets and $34.5 million of liabilities on December 31, 2017, and $35.9 million of assets and $49.0 million of liabilities on December 31, 2016. As of December 31, 2017 and 2016, FHN had received collateral of $119.3 million and $137.6 million and posted collateral of $18.9 million and $39.3 million, respectively, in the normal course of business related to these agreements.

Certain agreements entered into prior to required central clearing 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 FTBNA’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 derivative instruments with credit-risk-related contingent accelerated termination provisions was $22.8 million of assets and $19.4 million of liabilities on December 31, 2017, and $35.9 million of assets and $19.6 million of liabilities on December 31, 2016. As of December 31, 2017 and 2016, FHN had received collateral of $118.6 million and $137.5 million and posted collateral of $6.7 million and $12.9 million, respectively, in the normal course of business related to these contracts.

FHN’s fixed income segment buys and sells various types of securities for its customers. 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 Statements of Condition as of December 31, 2017 and 2016:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized assets		Gross amounts offset in the Statements of Condition		Net amounts of assets presented in the Statements of Condition (a)		Derivative liabilities available for offset			Collateral Received			Net amount
Derivative assets:
December 31, 2017 (b)	$	71,458	$	—	$	71,458	$	(17,278	)	$	(33,370	)	$	20,810
December 31, 2016 (b)	87,962		—		87,962		(25,953		)	(52,888		)	9,121

(a) Included in Derivative assets on the Consolidated Statements of Condition. As of December 31, 2017 and 2016, $10.2 million and $33.7 million, respectively, of derivative assets (primarily fixed income forward contracts) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

(b) Amounts are comprised entirely of interest rate derivative contracts.

The following table provides details of derivative liabilities and collateral pledged as presented on the Consolidated Statements of Condition as of December 31, 2017 and 2016:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized liabilities		Gross amounts offset in the Statements of Condition		Net amounts of liabilities presented in the Statements of Condition (a)		Derivative assets available for offset			Collateral pledged			Net amount
Derivative liabilities:
December 31, 2017 (b)	$	69,842	$	—	$	69,842	$	(17,278	)	$	(51,801	)	$	763
December 31, 2016 (b)	96,363		—		96,363		(25,953		)	(60,746		)	9,664

(a) Included in Derivative liabilities on the Consolidated Statements of Condition. As of December 31, 2017 and December 31, 2016, $15.2 million and $39.5 million, respectively, of derivative liabilities (primarily fixed income forward contracts) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

(b) Amounts are comprised entirely of interest rate derivative contracts.

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Master Netting And Similar Agreements

12 Months Ended

Dec. 31, 2017

Offsetting [Abstract]

Master Netting Agreements And Similar Arrangements

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 Statements of Condition. 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.

The following table provides details of Securities purchased under agreements to resell as presented on the Consolidated Statements of Condition and collateral pledged by counterparties as of December 31:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized assets		Gross amounts offset in the Statements of Condition		Net amounts of assets presented in the Statements of Condition		Offsetting securities sold under agreements to repurchase			Securities collateral (not recognized on FHN’s Statements of Condition)			Net amount
Securities purchased under agreements to resell:
2017	$	725,609	$	—	$	725,609	$	(259	)	$	(720,036	)	$	5,314
2016	613,682		—		613,682		(1,628		)	(603,813		)	8,241

The following table provides details of Securities sold under agreements to repurchase as presented on the Consolidated Statements of Condition and collateral pledged by FHN as of December 31:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized liabilities		Gross amounts offset in the Statements of Condition		Net amounts of liabilities presented in the Statements of Condition		Offsetting securities purchased under agreements to resell			Securities/ government guaranteed loans collateral			Net amount
Securities sold under agreements to repurchase:
2017	$	656,602	$	—	$	656,602	$	(259	)	$	(656,216	)	$	127
2016	453,053		—		453,053		(1,628		)	(451,414		)	11

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 tables provide details, by collateral type, of the remaining contractual maturity of Securities sold under agreements to repurchase as of December 31:

	December 31, 2017
(Dollars in thousands)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
U.S. treasuries	$	13,830	$	—	$	13,830
Government agency issued MBS	424,821		5,365		430,186
Government agency issued CMO	54,037		3,666		57,703
Government guaranteed loans (SBA and USDA)	154,883		—		154,883
Total Securities sold under agreements to repurchase	$	647,571	$	9,031	$	656,602
	December 31, 2016
(Dollars in thousands)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
U.S. treasuries	$	14,864	$	—	$	14,864
Government agency issued MBS	421,771		—		421,771
Government agency issued CMO	—		16,418		16,418
Total Securities sold under agreements to repurchase	$	436,635	$	16,418	$	453,053

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Fair Value of Assets & Liabilities

12 Months Ended

Dec. 31, 2017

Fair Value Disclosures [Abstract]

Fair Value of Assets & 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.

Transfers between fair value levels are recognized at the end of the fiscal quarter in which the associated change in inputs occurs.

Recurring Fair Value Measurements

The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2017:

	December 31, 2017
(Dollars in thousands)	Level 1		Level 2			Level 3		Total
Trading securities—fixed income:
U.S. treasuries	$	—	$	128,995		$	—	$	128,995
Government agency issued MBS	—		227,038			—		227,038
Government agency issued CMO	—		275,014			—		275,014
Other U.S. government agencies	—		54,699			—		54,699
States and municipalities	—		34,573			—		34,573
Corporates and other debt	—		693,877			—		693,877
Equity, mutual funds, and other	—		(2		)	—		(2		)
Total trading securities—fixed income	—		1,414,194			—		1,414,194
Trading securities—mortgage banking	—		—			2,151		2,151
Loans held-for-sale	—		1,955			18,926		20,881
Securities available-for-sale:
U.S. treasuries	—		99			—		99
Government agency issued MBS	—		2,577,376			—		2,577,376
Government agency issued CMO	—		2,269,858			—		2,269,858
Corporates and other debt	—		55,782			—		55,782
Interest-only strips	—		—			1,270		1,270
Equity, mutual funds, and other	27,017		—			—		27,017
Total securities available-for-sale	27,017		4,903,115			1,270		4,931,402
Other assets:
Deferred compensation assets	39,822		—			—		39,822
Derivatives, forwards and futures	10,161		—			—		10,161
Derivatives, interest rate contracts	—		71,473			—		71,473
Total other assets	49,983		71,473			—		121,456
Total assets	$	77,000	$	6,390,737		$	22,347	$	6,490,084
Trading liabilities—fixed income:
U.S. treasuries	$	—	$	506,679		$	—	$	506,679
Corporates and other debt	—		131,836			—		131,836
Total trading liabilities—fixed income	—		638,515			—		638,515
Other liabilities:
Derivatives, forwards and futures	9,535		—			—		9,535
Derivatives, interest rate contracts	—		69,842			—		69,842
Derivatives, other	—		39			5,645		5,684
Total other liabilities	9,535		69,881			5,645		85,061
Total liabilities	$	9,535	$	708,396		$	5,645	$	723,576

The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2016:

	December 31, 2016
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Trading securities—fixed income:
U.S. treasuries	$	—	$	146,988	$	—	$	146,988
Government agency issued MBS	—		256,611		—		256,611
Government agency issued CMO	—		150,058		—		150,058
Other U.S. government agencies	—		52,314		—		52,314
States and municipalities	—		60,351		—		60,351
Corporates and other debt	—		227,934		5		227,939
Equity, mutual funds, and other	—		242		—		242
Total trading securities—fixed income	—		894,498		5		894,503
Trading securities—mortgage banking	—		—		2,568		2,568
Loans held-for-sale	—		2,345		21,924		24,269
Securities available-for-sale:
U.S. treasuries	—		100		—		100
Government agency issued MBS	—		2,208,687		—		2,208,687
Government agency issued CMO	—		1,547,958		—		1,547,958
Equity, mutual funds, and other	25,249		—		—		25,249
Total securities available-for-sale	25,249		3,756,745		—		3,781,994
Other assets:
Mortgage servicing rights	—		—		985		985
Deferred compensation assets	32,840		—		—		32,840
Derivatives, forwards and futures	33,587		—		—		33,587
Derivatives, interest rate contracts	—		88,025		—		88,025
Derivatives, other	—		42		—		42
Total other assets	66,427		88,067		985		155,479
Total assets	$	91,676	$	4,741,655	$	25,482	$	4,858,813
Trading liabilities—fixed income:
U.S. treasuries	$	—	$	381,229	$	—	$	381,229
Other U.S. government agencies	—		844		—		844
Corporates and other debt	—		179,775		—		179,775
Total trading liabilities—fixed income	—		561,848		—		561,848
Other liabilities:
Derivatives, forwards and futures	33,274		—		—		33,274
Derivatives, interest rate contracts	—		96,371		—		96,371
Derivatives, other	—		7		6,245		6,252
Total other liabilities	33,274		96,378		6,245		135,897
Total liabilities	$	33,274	$	658,226	$	6,245	$	697,745

Changes in Recurring Level 3 Fair Value Measurements

The changes in Level 3 assets and liabilities measured at fair value for the years endedDecember 31, 2017, 2016 and 2015 on a recurring basis are summarized as follows:

	Year Ended December 31, 2017
(Dollars in thousands)	Trading securities				Interest-only strips- AFS				Loans held- for-sale				Net  derivative liabilities
Balance on January 1, 2017	$	2,573			$	—			$	21,924			$	(6,245	)
Total net gains/(losses) included in:
Net income	448				1,021				1,547				(596		)
Purchases	—				1,413				168				—
Sales	(5		)		(11,431		)		—				—
Settlements	(865		)		—				(4,346		)		1,196
Net transfers into/(out of) Level 3	—				10,267			(b)	(367		)	(d)	—
Balance on December 31, 2017	$	2,151			$	1,270			$	18,926			$	(5,645	)
Net unrealized gains/(losses) included in net income	$	303		(a)	$	(171	)	(c)	$	1,547		(a)	$	(596	)	(e)

	Year Ended December 31, 2016
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2016	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Total net gains/(losses) included in:
Net income	604				3,380				—			31			(2,634		)
Purchases	—				706				—			—			—
Sales	—				—				—			(205		)	—
Settlements	(2,408		)		(6,264		)		(1,500		)	(682		)	1,199
Net transfers into/(out of) Level 3	—				(3,316		)	(d)	—			—			—
Balance on December 31, 2016	$	2,573			$	21,924			$	—		$	985		$	(6,245	)
Net unrealized gains/(losses) included in net income	$	159		(a)	$	3,380		(a)	$	—		$	—		$	(2,634	)	(e)

	Year Ended December 31, 2015
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2015	$	5,642			$	27,910			$	3,307		$	2,517		$	(5,240	)
Total net gains/(losses) included in:
Net income	369				2,765				(47		)	—			(775		)
Purchases	—				3,116				—			—			—
Sales	—				—				(1,760		)	—			—
Settlements	(1,634		)		(4,462		)		—			(676		)	1,205
Net transfers into/(out of) Level 3	—				(1,911		)	(d)	—			—			—
Balance on December 31, 2015	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Net unrealized gains/(losses) included in net income	$	369		(a)	$	2,765		(a)	$	—		$	—		$	(775	)	(e)

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

(b) Transfers into interest-only strips - AFS 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) Transfers out of loans held-for-sale level 3 measured on a recurring basis generally reflect movements into OREO (level 3 nonrecurring).

(e) Included in Other expense.

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 balance sheet at December 31, 2017, 2016 and 2015, respectively, the following tables provide the level of valuation assumptions used to determine each adjustment the related carrying value, and the fair value adjustments recorded during the respective periods.

	Carrying value at December 31, 2017								Year Ended December 31, 2017
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—SBAs and USDA	$	—	$	465,504	$	1,473	$	466,977		$	(1,629	)
Loans held-for-sale—first mortgages	—		—		618		618			36
Loans, net of unearned income (a)	—		—		26,666		26,666			(1,687		)
OREO (b)	—		—		39,566		39,566			(996		)
Other assets (c)	—		—		26,521		26,521			(3,468		)
										$	(7,744	)

	Carrying value at December 31, 2016								Year Ended December 31, 2016
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—SBAs	$	—	$	4,286	$	—	$	4,286		$	(1	)
Loans held-for-sale—first mortgages	—		—		638		638			75
Loans, net of unearned income (a)	—		—		31,070		31,070			(2,055		)
OREO (b)	—		—		11,235		11,235			(2,041		)
Other assets (c)	—		—		29,609		29,609			(3,349		)
										$	(7,371	)

	Carrying value at December 31, 2015								Year Ended December 31, 2015
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—first mortgages	$	—	$	—	$	729	$	729		$	57
Loans, net of unearned income (a)	—		—		27,026		27,026			4,087
OREO (b)	—		—		24,977		24,977			(2,868		)
Other assets (c)	—		—		24,577		24,577			(4,582		)
										$	(3,306	)

(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 loan losses. Gains in 2015 are due to recoveries of previously charged-off amounts.

(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.

In fourth quarter 2017, FHN recognized $3.0 million and $.8 million of impairments on long-lived assets in its Corporate and Regional Banking segments, respectively, associated with efforts to more efficiently utilize its branch locations, including integration with branches acquired from CBF. In first quarter 2016, FHN’s Regional Banking segment recognized $3.7 million of impairments on long-lived assets for similar efficiency efforts. The affected branch locations represented a mixture of owned and leased sites. The fair values of owned sites were determined using estimated sales prices from appraisals less estimated costs to sell. The fair values of leased sites 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.

In third quarter 2017, FHN’s Corporate segment recognized $2.0 million of impairments on long-lived technology assets associated with the transition to expanded processing capacity that will be required upon completion of the merger with CBF. The fair values of the assets impaired were determined using a discounted cash flow approach which reflected short estimated remaining lives and considered estimated salvage values. The measurement methodologies are considered Level 3 valuations.

Level 3 Measurements

The following tables provide information regarding the unobservable inputs utilized in determining the fair value of level 3 recurring and non-recurring measurements as of December 31, 2017 and 2016:  

(Dollars in thousands)
Level 3 Class	Fair Value at December 31, 2017		Valuation Techniques	Unobservable Input	Values Utilized
Available-for-sale- securities SBA-interest only strips	$	1,270	Discounted cash flow	Constant prepayment rate	10% - 11%
				Bond equivalent yield	17%
Loans held-for-sale - residential real estate	19,544		Discounted cash flow	Prepayment speeds - First mortgage	2% - 12%
				Prepayment speeds - HELOC	5% - 12%
				Foreclosure losses	50% - 70%
				Loss severity trends - First mortgage	5% - 30% of UPB
				Loss severity trends - HELOC	15% - 100% of UPB
Loans held-for-sale- unguaranteed interest in SBA loans	1,473		Discounted cash flow	Constant prepayment rate	8% - 12%
				Bond equivalent yield	9% - 10%
Derivative liabilities, other	5,645		Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.2 billion
				Probability of resolution scenarios	10% - 30%
				Time until resolution	18 - 48 months
Loans, net of unearned income (a)	26,666		Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 10% of appraisal
			Other collateral valuations	Borrowing base certificates adjustment	20% - 50% of gross value
				Financial Statements/Auction values adjustment	0% - 25% of reported value
OREO (b)	39,566		Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (c)	26,521		Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

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

(Dollars in thousands)
Level 3 Class	Fair Value at December 31, 2016		Valuation Techniques	Unobservable Input	Values Utilized
Loans held-for-sale - residential real estate	$	22,562	Discounted cash flow	Prepayment speeds - First mortgage	2% - 13%
				Prepayment speeds - HELOC	3% - 15%
				Foreclosure losses	50% - 70%
				Loss severity trends - First mortgage	5% - 50% of UPB
				Loss severity trends - HELOC	15% - 100% of UPB
Derivative liabilities, other	6,245		Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.2 billion
				Probability of resolution scenarios	10% - 30%
				Time until resolution	24 - 54 months
Loans, net of unearned income (a)	31,070		Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 10% of appraisal
			Other collateral valuations	Borrowing base certificates adjustment	20% - 50% of gross value
				Financial Statements/Auction values adjustment	0% - 25% of reported value
OREO (b)	11,235		Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (c)	29,609		Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

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

Securities AFS. 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. Fair value measurements are reviewed at least quarterly by FHN’s Corporate Accounting Department.

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 the sales of portions of its Visa Class B shares, FHN and the purchaser 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. The valuation inputs and process are discussed with senior and executive management when significant events affecting the estimate of fair value occur. Inputs are compared to information obtained from the public issuances and filings of Visa, Inc. as well as public information released by other participants in the applicable litigation matters.

Loans, net of unearned income 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. Multiple appraisal firms are utilized to ensure that estimated values are consistent between firms. This process occurs within FHN’s Credit Risk Management (commercial) and Default Servicing functions (primarily consumer). The Credit Risk Management Committee reviews dispositions and additions of OREO annually. Back testing is performed during the year through comparison to ultimate disposition values. 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. The estimated fair value of tax credit investments accounted for under the equity method is generally determined in relation to the yield (i.e., future tax credits to be received) an acquirer of these investments would expect in relation to the yields experienced on current new issue and/or secondary market transactions. Thus, as tax credits are recognized, the future yield to a market participant is reduced, resulting in consistent impairment of the individual investments. Individual investments are reviewed for impairment quarterly, which may include the consideration of additional marketability discounts related to specific investments which typically includes consideration of the underlying property’s appraised value. Unusual valuation adjustments and the associated triggering events are discussed with senior and executive management when appropriate. A portfolio review is conducted annually, with the assistance of a third party, to assess the reasonableness of current valuations.

Fair Value Option

FHN has elected the fair value option on a prospective basis for almost all types of mortgage loans originated for sale purposes under the Financial Instruments Topic (“ASC 825”) except for mortgage origination operations 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 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 tables reflect 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.

	December 31, 2017
(Dollars in thousands)	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	$	20,881	$	29,755	$	(8,874	)
Nonaccrual loans	5,783		10,881		(5,098		)
Loans 90 days or more past due and still accruing	—		—		—
	December 31, 2016
(Dollars in thousands)	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	$	24,269	$	35,262	$	(10,993	)
Nonaccrual loans	6,775		12,910		(6,135		)
Loans 90 days or more past due and still accruing	211		331		(120		)

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:

	Year Ended December 31
(Dollars in thousands)	2017		2016		2015
Changes in fair value included in net income:
Mortgage banking noninterest income
Loans held-for-sale	$	1,547	$	3,380	$	2,765

For the years endedDecember 31, 2017, 2016 and 2015, the amounts for residential real estate loans held-for-sale included gains of $.5 million, $1.5 million and $.4 million, respectively, in pretax 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.

FHN has elected to account for retained interest-only strips from guaranteed SBA loans recorded in available-for-sale securities at fair value through earnings. Since these securities are subject to the risk that prepayments may result in FHN not recovering all or a portion of its recorded investment, the fair value election results in a more timely recognition of the effects of estimated prepayments through earnings rather than being recognized through other comprehensive income with periodic review for other-than-temporary impairment. Gains or losses are recognized through fixed income revenues and are presented in the recurring measurements table.

Determination of Fair Value

In accordance with ASC 820-10-35, 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 Statements of Condition and for estimating the fair value of financial instruments for which fair value is disclosed under ASC 825-10-50.

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, LIBOR and U.S. treasury curves, 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 also include retained interests in prior mortgage securitizations that qualify as financial assets, which include primarily principal-only strips. FHN uses inputs including yield curves, credit spreads, and prepayment speeds to determine the fair value of principal-only strips.

Securities available-for-sale. Securities available-for-sale includes the investment portfolio accounted for as available-for-sale under ASC 320-10-25, federal bank stock holdings, and investments in mutual funds. Valuations of available-for-sale securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include LIBOR and U.S. treasury curves, consensus prepayment estimates, and credit spreads. When available, broker quotes are used to support these valuations.

Investments in the stock of the Federal Reserve Bank and Federal Home Loan Banks are recognized at historical cost in the Consolidated Statements of Condition 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. Cost method investments are valued at historical cost less any recorded impairment due to the illiquid nature of these investments.

Interest only strips are valued at elected 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 the Company 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 held-to-maturity. Securities held-to-maturity reflects debt securities for which management has the positive intent and ability to hold to maturity. To the extent possible, valuations of held-to-maturity securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include LIBOR and U.S. treasury curves and credit spreads. Debt securities with limited trading activity are valued using a discounted cash flow model that incorporates a combination of observable and unobservable inputs. Primary observable inputs include contractual cash flows, the treasury curve and credit spreads from similar instruments. Significant unobservable inputs include estimated credit spreads for individual issuers and instruments as well as prepayment speeds, as applicable.

Loans held-for-sale. Residential real estate loans held-for-sale are valued 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. For all other loans FHN determines the fair value of residential real estate loans held-for-sale using a discounted cash flow model which incorporates both observable and unobservable inputs. Inputs 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 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.

The Company utilizes quoted market prices of similar instruments or broker and dealer quotations to value the SBA and USDA guaranteed loans. The Company 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.

Loans, net of unearned income. Loans, net of unearned income are recognized at the amount of funds advanced, less charge-offs and an estimation of credit risk represented by the allowance for loan losses. The fair value estimates for disclosure purposes differentiate loans based on their financial characteristics, such as product classification, vintage, loan category, pricing features, and remaining maturity.

The fair value of floating rate loans is estimated through comparison to recent market activity in loans of similar product types, with adjustments made for differences in loan characteristics. In situations where market pricing inputs are not available, fair value is considered to approximate book value due to the monthly repricing for commercial and consumer loans, with the exception of floating rate 1-4 family residential mortgage loans which reprice annually and will lag movements in market rates. The fair value for floating rate 1-4 family mortgage loans is calculated by discounting future cash flows to their present value. Future cash flows are discounted to their present value by using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same time period. Prepayment assumptions based on historical prepayment speeds and industry speeds for similar loans have been applied to the floating rate 1-4 family residential mortgage portfolio.

The fair value of fixed rate loans is estimated through comparison to recent market activity in loans of similar product types, with adjustments made for differences in loan characteristics. In situations where market pricing inputs are not available, fair value is estimated by discounting future cash flows to their present value. Future cash flows are discounted to their present value by using the current rates at which similar loans would be made to borrowers with similar credit ratings and for the same time period. Prepayment assumptions based on historical prepayment speeds and industry speeds for similar loans have been applied to the fixed rate mortgage and installment loan portfolios.

For all loan portfolio classes, adjustments are made to reflect liquidity or illiquidity of the market. Such adjustments reflect discounts that FHN believes are consistent with what a market participant would consider in determining fair value given current market conditions.

Individually impaired loans are measured using either a discounted cash flow methodology or the estimated fair value of the underlying collateral less costs to sell, if the loan is considered collateral-dependent. In accordance with accounting standards, the discounted cash flow analysis utilizes the loan’s effective interest rate for discounting expected cash flow amounts. Thus, this analysis is not considered a fair value measurement in accordance with ASC 820. However, the results of this methodology are considered to approximate fair value for the applicable loans. Expected cash flows are derived from internally-developed inputs primarily reflecting expected default rates on contractual cash flows. 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 related swaps) are based on inputs observed in active markets for similar instruments. Typical inputs include the LIBOR curve, Overnight Indexed Swap (“OIS”) curve, option volatility, and option skew. 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 customer 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.

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.

Nonearning assets. For disclosure purposes, nonearning financial assets include cash and due from banks, accrued interest receivable, and fixed income receivables. Due to the short-term nature of cash and due from banks, accrued interest receivable, and fixed income receivables, the fair value is approximated by the book value.

Other assets. For disclosure purposes, other assets consist of tax credit investments and deferred compensation assets that are considered financial assets. Tax credit investments accounted for under the equity method are written down to estimated fair value quarterly based on the estimated value of the associated tax credits which incorporates estimates of required yield for hypothetical investors. The fair value of all other tax credit investments is estimated using recent transaction information with adjustments for differences in individual investments. Deferred compensation assets are recognized at fair value, which is based on quoted prices in active markets.

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.

Undefined maturity deposits. In accordance with ASC 825, the fair value of these deposits is approximated by the book value. For the purpose of this disclosure, undefined maturity deposits include demand deposits, checking interest accounts, savings accounts, and money market accounts.

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.

Term borrowings. The fair value of term borrowings is based on quoted market prices or dealer quotes for the identical liability when traded as an asset. When pricing information for the identical liability is not available, relevant prices for similar debt instruments are used with adjustments being made to the prices obtained for differences in characteristics of the debt instruments. If no relevant pricing information is available, the fair value is approximated by the present value of the contractual cash flows discounted by the investor’s yield which considers FHN’s and FTBNA’s debt ratings and whether the debt is currently callable. Secured borrowings also consider the values of the associated assets and whether overcollateralization exists.

Other noninterest-bearing liabilities. For disclosure purposes, other noninterest-bearing financial liabilities include accrued interest payable and fixed income payables. Due to the short-term nature of these liabilities, the book value is considered to approximate fair value.

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, net of unearned income, loans held-for-sale, and term borrowings as of December 31, 2017 and 2016, 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 within the non-strategic segment and TRUP loans, 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 customers, 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 Statements of Condition as of December 31, 2017:

	December 31, 2017
	Book Value		Fair Value
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
Commercial:
Commercial, financial and industrial	$	15,959,062	$	—	$	—	$	15,990,991	$	15,990,991
Commercial real estate	4,186,268		—		—		4,215,367		4,215,367
Consumer:
Consumer real estate	6,330,384		—		—		6,320,308		6,320,308
Permanent mortgage	383,742		—		—		388,396		388,396
Credit card & other	609,918		—		—		607,955		607,955
Total loans, net of unearned income and allowance for loan losses	27,469,374		—		—		27,523,017		27,523,017
Short-term financial assets:
Interest-bearing cash	1,185,600		1,185,600		—		—		1,185,600
Federal funds sold	87,364		—		87,364		—		87,364
Securities purchased under agreements to resell	725,609		—		725,609		—		725,609
Total short-term financial assets	1,998,573		1,185,600		812,973		—		1,998,573
Trading securities (a)	1,416,345		—		1,414,194		2,151		1,416,345
Loans held-for-sale:			—
Mortgage loans	88,173		—		6,902		81,271		88,173
USDA & SBA loans	466,977		—		467,227		1,510		468,737
Other consumer loans	144,227		—		9,965		134,262		144,227
Securities available-for-sale (a) (b)	5,170,255		27,017		4,903,115		240,123		5,170,255
Securities held-to-maturity	10,000		—		—		9,901		9,901
Derivative assets (a)	81,634		10,161		71,473		—		81,634
Other assets:
Tax credit investments	119,317		—		—		112,292		112,292
Deferred compensation assets	39,822		39,822		—		—		39,822
Total other assets	159,139		39,822		—		112,292		152,114
Nonearning assets:
Cash & due from banks	639,073		639,073		—		—		639,073
Fixed income receivables	68,693		—		68,693		—		68,693
Accrued interest receivable	97,239		—		97,239		—		97,239
Total nonearning assets	805,005		639,073		165,932		—		805,005
Total assets	$	37,809,702	$	1,901,673	$	7,851,781	$	28,104,527	$	37,857,981
Liabilities:
Deposits:
Defined maturity	$	3,322,921	$	—	$	3,293,650	$	—	$	3,293,650
Undefined maturity	27,297,441		—		27,297,431		—		27,297,431
Total deposits	30,620,362		—		30,591,081		—		30,591,081
Trading liabilities (a)	638,515		—		638,515		—		638,515
Short-term financial liabilities:
Federal funds purchased	399,820		—		399,820		—		399,820
Securities sold under agreements to repurchase	656,602		—		656,602		—		656,602
Other short-term borrowings	2,626,213		—		2,626,213		—		2,626,213
Total short-term financial liabilities	3,682,635		—		3,682,635		—		3,682,635
Term borrowings:
Real estate investment trust-preferred	46,100		—		—		48,880		48,880
Term borrowings—new market tax credit investment	18,000		—		—		17,930		17,930
Secured borrowings	18,642		—		—		18,305		18,305
Junior subordinated debentures	187,281		—		—		187,281		187,281
Other long term borrowings	948,074		—		966,292		—		966,292
Total term borrowings	1,218,097		—		966,292		272,396		1,238,688
Derivative liabilities (a)	85,061		9,535		69,881		5,645		85,061
Other noninterest-bearing liabilities:
Fixed income payables	48,996		—		48,996		—		48,996
Accrued interest payable	16,270		—		16,270		—		16,270
Total other noninterest-bearing liabilities	65,266		—		65,266		—		65,266
Total liabilities	$	36,309,936	$	9,535	$	36,013,670	$	278,041	$	36,301,246

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

(b) Level 3 includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $134.6 million.

The following table summarizes the book value and estimated fair value of financial instruments recorded in the Consolidated Statements of Condition as of December 31, 2016: 

	December 31, 2016
	Book Value		Fair Value
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
Commercial:
Commercial, financial and industrial	$	12,058,689	$	—	$	—	$	11,918,374	$	11,918,374
Commercial real estate	2,101,671		—		—		2,078,306		2,078,306
Consumer:
Consumer real estate	4,473,395		—		—		4,385,669		4,385,669
Permanent mortgage	406,836		—		—		404,930		404,930
Credit card & other	346,861		—		—		347,577		347,577
Total loans, net of unearned income and allowance for loan losses	19,387,452		—		—		19,134,856		19,134,856
Short-term financial assets:
Interest-bearing cash	1,060,034		1,060,034		—		—		1,060,034
Federal funds sold	50,838		—		50,838		—		50,838
Securities purchased under agreements to resell	613,682		—		613,682		—		613,682
Total short-term financial assets	1,724,554		1,060,034		664,520		—		1,724,554
Trading securities (a)	897,071		—		894,498		2,573		897,071
Loans held-for-sale (a)	111,248		—		6,631		104,617		111,248
Securities available-for-sale (a) (b)	3,943,499		25,249		3,756,745		161,505		3,943,499
Securities held-to-maturity	14,347		—		—		14,773		14,773
Derivative assets (a)	121,654		33,587		88,067		—		121,654
Other assets:
Tax credit investments	100,105		—		—		98,400		98,400
Deferred compensation assets	32,840		32,840		—		—		32,840
Total other assets	132,945		32,840		—		98,400		131,240
Nonearning assets:
Cash & due from banks	373,274		373,274		—		—		373,274
Fixed income receivables	57,411		—		57,411		—		57,411
Accrued interest receivable	62,887		—		62,887		—		62,887
Total nonearning assets	493,572		373,274		120,298		—		493,572
Total assets	$	26,826,342	$	1,524,984	$	5,530,759	$	19,516,724	$	26,572,467
Liabilities:
Deposits:
Defined maturity	$	1,355,133	$	—	$	1,361,104	$	—	$	1,361,104
Undefined maturity	21,317,230		—		21,317,230		—		21,317,230
Total deposits	22,672,363		—		22,678,334		—		22,678,334
Trading liabilities (a)	561,848		—		561,848		—		561,848
Short-term financial liabilities:
Federal funds purchased	414,207		—		414,207		—		414,207
Securities sold under agreements to repurchase	453,053		—		453,053		—		453,053
Other short-term borrowings	83,177		—		83,177		—		83,177
Total short-term financial liabilities	950,437		—		950,437		—		950,437
Term borrowings:
Real estate investment trust-preferred	46,032		—		—		49,350		49,350
Term borrowings—new market tax credit investment	18,000		—		—		17,918		17,918
Borrowings secured by residential real estate	23,126		—		—		21,969		21,969
Other long term borrowings	953,498		—		965,066		—		965,066
Total term borrowings	1,040,656		—		965,066		89,237		1,054,303
Derivative liabilities (a)	135,897		33,274		96,378		6,245		135,897
Other noninterest-bearing liabilities:
Fixed income payables	21,002		—		21,002		—		21,002
Accrued interest payable	10,336		—		10,336		—		10,336
Total other noninterest-bearing liabilities	31,338		—		31,338		—		31,338
Total liabilities	$	25,392,539	$	33,274	$	25,283,401	$	95,482	$	25,412,157

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

(b) Level 3 includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $68.6 million.

	Contractual Amount				Fair Value
(Dollars in thousands)	December 31, 2017		December 31, 2016		December 31, 2017		December 31, 2016
Unfunded Commitments:
Loan commitments	$	10,678,485	$	8,744,649	$	2,617	$	2,924
Standby and other commitments	420,728		277,549		5,274		4,037

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Parent Company Financial Information (Notes)

12 Months Ended

Dec. 31, 2017

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Parent Company Financial Information

Parent Company Financial Information

Following are statements of the parent company:

Statements of Condition	December 31
(Dollars in thousands)	2017			2016
Assets:
Cash	$	254,938		$	226,326
Securities available-for-sale	1,836			2,035
Notes receivable	3,067			3,209
Allowance for loan losses	(925		)	(925		)
Investments in subsidiaries:
Bank	4,618,249			2,596,582
Non-bank	22,932			23,996
Other assets	207,878			189,360
Total assets	$	5,107,975		$	3,040,583
Liabilities and equity:
Accrued employee benefits and other liabilities	$	149,124		$	141,729
Term borrowings	673,794			489,201
Total liabilities	822,918			630,930
Total equity	4,285,057			2,409,653
Total liabilities and equity	$	5,107,975		$	3,040,583

Statements of Income	Year Ended December 31
(Dollars in thousands)	2017			2016			2015
Dividend income:
Bank	$	250,000		$	250,000		$	325,000
Non-bank	1,097			1,361			1,150
Total dividend income	251,097			251,361			326,150
Interest income	—			—			—
Other income/(loss)	190			(207		)	5,884
Total income	251,287			251,154			332,034
Interest expense:
Short-term debt	—			—			6
Term borrowings	17,936			14,238			23,579
Total interest expense	17,936			14,238			23,585
Compensation, employee benefits and other expense	43,783			38,926			36,388
Total expense	61,719			53,164			59,973
Income/(loss) before income taxes	189,568			197,990			272,061
Income tax benefit	512			(22,981		)	(21,757		)
Income/(loss) before equity in undistributed net income of subsidiaries	189,056			220,971			293,818
Equity in undistributed net income/(loss) of subsidiaries:
Bank	(24,255		)	9,508			(207,831		)
Non-bank	714			(3,433		)	(108		)
Net income/(loss) attributable to the controlling interest	$	165,515		$	227,046		$	85,879

Statements of Cash Flows	Year Ended December 31
(Dollars in thousands)		2017			2016			2015
Operating activities:
Net income/(loss)	$	165,515		$	227,046		$	85,879
Less undistributed net income/(loss) of subsidiaries		(23,541	)		6,075			(207,939	)
Income/(loss) before undistributed net income of subsidiaries		189,056			220,971			293,818
Adjustments to reconcile income to net cash provided by operating activities:
Depreciation, amortization, and other		15			53			(276	)
(Gain)/loss on securities		(109	)		148			259
Provision for deferred income taxes		7,727			—			—
Stock-based compensation expense		19,625			16,719			12,810
(Gain)/loss on extinguishment of debt		—			—			(5,793	)
Net (increase)/decrease in interest receivable and other assets		8,605			(2,228	)		(4,544	)
Net (decrease)/increase in interest payable and other liabilities		13,172			(2,842	)		(5,791	)
Total adjustments		49,035			11,850			(3,335	)
Net cash provided/(used) by operating activities		238,091			232,821			290,483
Investing activities:
Securities:
Sales and prepayments		318			275			1,371
Purchases		—			(400	)		(740	)
Premises and equipment:
Sales/(purchases)		7			(17	)		14
Decrease/(increase) in interest-bearing cash		—			—			—
Return on investment in subsidiary		1,871			129			93
Investment in subsidiary		—			—			(9,372	)
Cash paid for business combination, net		(126,149	)		—			(18,251	)
Net cash provided/(used) by investing activities		(123,953	)		(13	)		(26,885	)
Financing activities:
Preferred stock:
Cash dividends		(6,200	)		(6,200	)		(6,200	)
Common stock:
Exercise of stock options		6,132			22,479			7,219
Cash dividends		(79,904	)		(63,504	)		(53,947	)
Repurchase of shares		(5,554	)		(97,396	)		(32,648	)
Term borrowings:
Proceeds from issuance of term borrowings		—			—			495,555
Repayment of term borrowings		—			—			(700,000	)
Increase/(decrease) in short-term borrowings		—			—			(3,000	)
Net cash (used)/provided by financing activities		(85,526	)		(144,621	)		(293,021	)
Net increase/(decrease) in cash and cash equivalents		28,612			88,187			(29,423	)
Cash and cash equivalents at beginning of year		226,326			138,139			167,562
Cash and cash equivalents at end of year	$	254,938		$	226,326		$	138,139
Total interest paid	$	17,321		$	13,261		$	24,345
Income taxes received from subsidiaries		23,020			27,126			32,202

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

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Summary of Significant Accounting Policies (Policy)

12 Months Ended

Dec. 31, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Accounting

Basis of Accounting. The consolidated financial statements of First Horizon National Corporation (“FHN”), including its subsidiaries, have been prepared in conformity with accounting principles generally accepted in the United States of America and follow general practices within the industries in which it operates. This preparation requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These estimates and assumptions are based on information available as of the date of the financial statements and could differ from actual results.

Principles of Consolidation and Basis of Presentation

Principles of Consolidation and Basis of Presentation. The consolidated financial statements include the accounts of FHN and other entities in which it has a controlling financial interest. Variable Interest Entities (“VIEs”) for which FHN or a subsidiary has been determined to be the primary beneficiary are also consolidated. Affiliates for which FHN is not considered the primary beneficiary and in which FHN does not have a controlling financial interest are accounted for by the equity method. These investments are included in other assets, and FHN’s proportionate share of income or loss is included in noninterest income. All significant intercompany transactions and balances have been eliminated. For purposes of comparability, certain prior period amounts have been reclassified to conform to current year presentation.

Business Combinations

Business Combinations. FHN accounts for acquisitions meeting the definition of a business combination in accordance with ASC 805, "Business Combinations," which requires acquired assets and liabilities (other than tax and certain benefit plan balances) to be recorded at fair value. Business combinations are included in the financial statements from the respective dates of acquisition. Acquisition related costs are expensed as incurred.

Revenue Recognition

Revenue Recognition. FHN derives a significant portion of its revenues from fee-based services. Noninterest income from transaction-based fees is generally recognized when the transactions are completed. Noninterest income from service-based fees is generally recognized over the period in which FHN provides the service.

Deposit Transactions and Cash Management

Deposit Transactions and Cash Management. Deposit transactions and cash management include fees for services related to consumer and commercial deposit products (such as service charges on checking accounts), cash management products and services such as electronic transaction processing (Automated Clearing House and Electronic Data Interchange), account reconciliation services, cash vault services, lockbox processing, and information reporting to large corporate clients.

Insurance Commissions

Insurance Commissions. Insurance commissions are derived from the sale of insurance products, including acting as an independent agent to provide life, long-term care, and disability insurance.

Trust Services and Investment Management

Trust Services and Investment Management. Trust services and investment management fees include investment management, personal trust, employee benefits, and custodial trust services.

Brokerage, Management Fees and Commissions

Brokerage, Management Fees and Commissions. Brokerage, management fees and commissions include fees for portfolio management, trade commissions, and annuity and mutual fund sales.

Statements of Cash Flows

Statements of Cash Flows. For purposes of these statements, cash and due from banks, federal funds sold, and securities purchased under agreements to resell are considered cash and cash equivalents. Federal funds are usually sold for one-day periods, and securities purchased under agreements to resell are short-term, highly liquid investments.

Trading Activities

Trading Activities. Securities purchased in connection with underwriting or dealer activities (long positions) are carried at fair market value as trading securities. Gains and losses, both realized and unrealized, on these securities are reflected in fixed income noninterest income. Trading liabilities include securities that FHN has sold to other parties but does not own (short positions). FHN is obligated to purchase securities at a future date to cover the short positions. Assets and liabilities for unsettled trades are recorded on the Consolidated Statements of Condition as “Fixed income receivables” or “Fixed income payables.” Retained interests from sales and securitizations of first lien mortgages are recognized at fair value as trading securities with gains and losses, both realized and unrealized, recognized in other income on the Consolidated Statements of Income. Cash receipts and payments are classified in investing activities on the Consolidated Statements of Cash Flows based on the purpose for which such financial assets were retained.

Investment Securities

Investment Securities. Investment securities are reviewed quarterly for possible other-than-temporary impairment (“OTTI”). The review includes an analysis of the facts and circumstances of each individual investment such as the degree of loss, the length of time the fair value has been below cost, the expectation for that security’s performance, the creditworthiness of the issuer and FHN’s intent and ability to hold the security. Debt securities that may be sold prior to maturity and equity securities are classified as securities available-for-sale (“AFS”) and are carried at fair value. The unrealized gains and losses on securities available-for-sale, including debt securities for which no credit impairment exists, are excluded from earnings and are reported, net of tax, as a component of other comprehensive income within shareholders’ equity and the Statements of Comprehensive Income. Debt securities which management has the intent and ability to hold to maturity (“HTM”) are reported at amortized cost. Interest-only strips that are classified as securities AFS are valued at elected fair value. See Note 24 - Fair Value of Assets and Liabilities for additional information.

Realized gains and losses for investment securities are determined by the specific identification method and reported in noninterest income. Declines in value judged to be other-than-temporary based on FHN’s analysis of the facts and circumstances related to an individual investment, including securities that FHN has the intent to sell, are also determined by the specific identification method. For HTM debt securities, OTTI recognized is typically credit-related and is reported in noninterest income. For impaired AFS debt securities that FHN does not intend to sell and will not be required to sell prior to recovery but for which credit losses exist, the OTTI recognized is separated between the total impairment related to credit losses which is reported in noninterest income, and the impairment related to all other factors which is excluded from earnings and reported, net of tax, as a component of other comprehensive income within shareholders’ equity and the Statements of Comprehensive Income.

National banks chartered by the federal government are, by law, members of the Federal Reserve System. Each member bank is required to own stock in its regional Federal Reserve Bank ("FRB"). Given this requirement, FRB stock may not be sold, traded, or pledged as collateral for loans. Membership in the Federal Home Loan Bank (“FHLB”) network requires ownership of capital stock. Member banks are entitled to borrow funds from the FHLB and are required to pledge mortgage loans as collateral. Investments in the FHLB are non-transferable and, generally, membership is maintained primarily to provide a source of liquidity as needed. Other equity investments include mutual funds which are recognized at net asset value as well as various cost method investments that are subject to impairment reviews when recovery of the recorded investment is considered uncertain.

Securities Purchased Under Agreements to Resell and Securities Sold Under Agreements to Repurchase

Securities Purchased Under Agreements to Resell and Securities Sold Under Agreements to Repurchase. FHN enters into short-term securities purchased under agreements to resell transactions which are accounted for as collateralized financings except where FHN does not have an agreement to sell the same or substantially the same securities before maturity at a fixed or determinable price. All of FHN’s securities purchased under agreements to resell are recognized as collateralized financings. Securities delivered under these transactions are delivered to either the dealer custody account at the FRB or to the applicable counterparty. Securities sold under agreements to repurchase are offered to cash management customers as an automated, collateralized investment account. Securities sold under agreements to repurchase are also used by the consumer/commercial bank to obtain favorable borrowing rates on its purchased funds. All of FHN's securities sold under agreements to repurchase are secured borrowings.

Collateral is valued daily and FHN may require counterparties to deposit additional securities or cash as collateral, or FHN may return cash or securities previously pledged by counterparties, or FHN may be required to post additional securities or cash as collateral, based on the contractual requirements for these transactions.

FHN’s fixed income business utilizes securities borrowing arrangements as part of its trading operations. Securities borrowing transactions generally require FHN to deposit cash with the securities lender. The amount of cash advanced is recorded within Securities purchased under agreements to resell in the Consolidated Statements of Condition. These transactions are not considered purchases and the securities borrowed are not recognized by FHN. FHN does not conduct securities lending transactions.

Loans Held-for-Sale

Loans Held-for-Sale. Loans originated or purchased in which management lacks the intent to hold are included in loans held-for-sale in the Consolidated Statements of Condition. FHN has elected the fair value option on a prospective basis for certain mortgage loans held-for-sale, which includes loans originated subsequent to 2007 and repurchased loans that are not governmentally insured. Such loans are carried at fair value, with changes in the fair value recognized in the other income section of the Consolidated Statements of Income. For mortgage loans originated for sale for which the fair value option is elected, loan origination fees are recorded by FHN when earned and related direct loan origination costs are recognized when incurred. See Note 24 - Fair Value of Assets and Liabilities for additional information. FHN accounts for all other loans held-for-sale at the lower of cost or market value (“LOCOM”).

Loans

Loans. Generally, loans are stated at principal amounts outstanding, net of unearned income. Interest on loans is recognized on an accrual basis at the applicable interest rate on the principal amount outstanding. Loan origination fees and direct costs as well as premiums and discounts are amortized as level yield adjustments over the respective loan terms. Unamortized net fees or costs are recognized upon early repayment of the loans or charge-off. Loan commitment fees are generally deferred and amortized on a straight-line basis over the commitment period.

Nonaccrual and Past Due Loans

Nonaccrual and Past Due Loans. Generally, loans are placed on nonaccrual status 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.

• The accrual status policy for commercial troubled debt restructurings (“TDRs”) follows the same internal policies and procedures as other commercial portfolio loans.

• Residential real estate secured loans discharged in bankruptcy that have not been reaffirmed by the borrower (“discharged bankruptcies”) are placed on nonaccrual regardless of delinquency status and are reported as TDRs.

• Current second lien residential real estate loans that are junior to first liens are placed on nonaccrual status if the first lien is 90 or more days past due, is a bankruptcy, or is a troubled debt restructuring.

• Consumer real estate (HELOC and residential real estate installment loans), if not already on nonaccrual per above situations, are placed on nonaccrual if the loan is 30 or more days delinquent at the time of modification and is also determined to be a TDR.

• Government guaranteed/insured residential mortgage loans remain on accrual (even if the loan falls into one of the above categories) because the collection of principal and interest is reasonably assured.

For commercial and consumer loans within each portfolio segment and class that have been placed on nonaccrual status, accrued but uncollected interest is reversed and charged against interest income when the loan is placed on nonaccrual status. Management may elect to continue the accrual of interest when the estimated net realizable value of collateral is sufficient to recover the principal balance and accrued interest. Interest payments received on nonaccrual loans are normally applied to outstanding principal first. Once all principal has been received, additional interest payments are recognized on a cash basis as interest income.

Generally, commercial and consumer loans within each portfolio segment and class that have been placed on nonaccrual status can be returned to accrual status if all principal and interest is current and FHN expects full repayment of the remaining contractual principal and interest. This typically requires that a borrower make payments in accordance with the contractual terms for a sustained period of time (generally for a minimum of six months) before being returned to accrual status. For TDRs, FHN may also consider a borrower’s sustained historical repayment performance for a reasonable time prior to the restructuring in assessing whether the borrower can meet the restructured terms, as it may indicate whether the borrower is capable of servicing the level of debt under the modified terms.

Residential real estate loans discharged through Chapter 7 bankruptcy and not reaffirmed by the borrower are not returned to accrual status. For current second liens that have been placed on nonaccrual because the first lien is 90 or more days past due or is a TDR or bankruptcy, the second lien may be returned to accrual upon pay-off or cure of the first lien.

Charge-offs

Charge-offs. For all commercial and consumer loan portfolio segments, all losses of principal are charged to the allowance for loan losses ("ALLL") in the period in which the loan is deemed to be uncollectible.

For consumer loans, the timing of a full or partial charge-off generally depends on the loan type and delinquency status. Generally, for the consumer real estate and permanent mortgage portfolio segments, a loan will be either partially or fully charged-off when it becomes 180 days past due. At this time, if the collateral value does not support foreclosure, balances are fully charged-off and other avenues of recovery are pursued. If the collateral value supports foreclosure, the loan is charged-down to net realizable value (collateral value less estimated costs to sell) and is placed on nonaccrual status. For residential real estate loans discharged in Chapter 7 bankruptcy and not reaffirmed by the borrower, the fair value of the collateral position is assessed at the time FHN is made aware of the discharge and the loan is charged down to the net realizable value (collateral value less estimated costs to sell). Within the credit card and other portfolio segment, credit cards and installment loans secured by automobiles are normally charged-off upon reaching 180 days past due while other non-real estate consumer loans are charged-off upon reaching 120 days past due.

Impaired Loans

Impaired Loans. Impaired loans include nonaccrual commercial loans greater than $1 million and modified consumer and commercial loans that have been classified as a TDR and are individually measured for impairment under the guidance of ASC 310. TDRs are always reported as such unless the TDR has exhibited sustained performance, was reported as a TDR over a year-end, and the modified terms were market-based at the time of modification.

Purchased Credit-Impaired Loans

Purchased Credit-Impaired Loans.ASC 310-30 “Accounting for Certain Loans or Debt Securities Acquired in a Transfer,” provides guidance for acquired loans that have exhibited deterioration of credit quality between origination and the time of acquisition and for which the timely collection of the interest and principal is not reasonably assured (“PCI loans”). PCI loans are initially recorded at fair value which is estimated by discounting expected cash flows at acquisition date. The expected cash flows include all contractually expected amounts (including interest) and incorporate an estimate for future expected credit losses, pre-payment assumptions, and yield requirement for a market participant, among other things. To the extent possible, certain PCI loans were aggregated into pools with composite interest rate and cash flows expected to be collected for the pool. Aggregation into loan pools is based upon common risk characteristics that include similar credit risk or risk ratings, and one or more predominant risk characteristics. Each PCI pool is accounted for as a single unit.

Accretable yield is initially established at acquisition and is the excess of cash flows expected at acquisition over the initial investment in the loan and is recognized in interest income over the remaining life of the loan, or pool of loans. Nonaccretable difference is initially established at acquisition and is the difference between the contractually required payments at acquisition and the cash flows expected to be collected at acquisition. FHN estimates expected cash flows for PCI loans on a quarterly basis. Increases in expected cash flows from the last measurement result in reversal of any nonaccretable difference (or allowance for loan losses to the extent any has previously been recorded) with a prospective positive impact on interest income. Decreases to the expected cash flows result in an increase in the allowance for loan losses through provision expense.

FHN does not report PCI loans as nonperforming loans due to the accretion of interest income. Additionally, PCI loans that have been pooled and subsequently modified will not be reported as troubled debt restructurings since the pool is the unit of measurement.

Allowance for Loan Losses

Allowance for Loan Losses. The ALLL is maintained at a level that management determines is sufficient to absorb estimated probable incurred losses in the loan portfolio. The ALLL is increased by the provision for loan losses and loan recoveries and is decreased by loan charge-offs. The ALLL is determined in accordance with ASC 450-20-50 "Contingencies - Accruals for Loss Contingencies" and is composed of reserves for commercial loans evaluated based on pools of credit graded loans and reserves for pools of smaller-balance homogeneous consumer and commercial loans. The reserve factors applied to these pools are an estimate of probable incurred losses based on management’s evaluation of historical net losses from loans with similar characteristics. Additionally, the ALLL includes specific reserves established in accordance with ASC 310-10-35 for loans determined by management to be individually impaired as well as reserves associated with PCI loans. Management uses analytical models to estimate probable incurred losses in the loan portfolio as of the balance sheet date. The models, which are primarily driven by historical losses, are carefully reviewed to identify trends that may not be captured in the historical loss factors used in the models. Management uses qualitative adjustments for those items not yet captured in the models like current events, recent trends in the portfolio, current underwriting guidelines, and local and macroeconomic trends, among other things.

The nature of the process by which FHN determines the appropriate ALLL requires the exercise of considerable judgment. See Note 5 - Allowance for Loan Losses for a discussion of FHN’s ALLL methodology and a description of the models utilized in the estimation process for the commercial and consumer loan portfolios.

Key components of the estimation process are as follows: (1) commercial loans determined by management to be individually impaired loans are evaluated individually and specific reserves are determined based on the difference between the outstanding loan amount and the estimated net realizable value of the collateral (if collateral dependent), the present value of expected future cash flows or by observable market prices; (2) individual commercial loans not considered to be individually impaired are segmented based on similar credit risk characteristics and evaluated on a pool basis; (3) reserve rates for the commercial segment are calculated based on historical net charge-offs and are subject to adjustment by management to reflect current events, trends, and conditions (including economic considerations and trends); (4) management’s estimate of probable incurred losses reflects the reserve rates applied against the balance of loans in the commercial segment of the loan portfolio; (5) consumer loans are generally segmented based on loan type; (6) reserve amounts for each consumer portfolio segment are calculated using analytical models based on delinquency trends and net loss experience and are subject to adjustment by management to reflect current events, trends, and conditions (including economic considerations and trends); and (7) the reserve amount for each consumer portfolio segment reflects management’s estimate of probable incurred losses in the consumer segment of the loan portfolio.

Impairment related to individually impaired loans is measured in accordance with ASC 310-10. For all commercial portfolio segments, commercial TDRs and other individually impaired commercial loans are measured based on the present value of expected future payments discounted at the loan’s effective interest rate (“the DCF method”), observable market prices, or for loans that are solely dependent on the collateral for repayment, the net realizable value (collateral value less estimated costs to sell). Impaired loans also include consumer TDRs.

Future adjustments to the ALLL may be necessary if economic or other conditions differ substantially from the assumptions used in making the estimates or, if required by regulators, based upon information at the time of their examinations or upon future regulatory guidance. Such adjustments to original estimates, as necessary, are made in the period in which these factors and other relevant considerations indicate that loss levels vary from previous estimates.

Premises and Equipment

Premises and Equipment. Premises and equipment are carried at cost less accumulated depreciation and amortization and include additions that materially extend the useful lives of existing premises and equipment. All other maintenance and repair expenditures are expensed as incurred. Premises and equipment held-for-sale are generally valued at appraised values which reference recent disposition values for similar property types but also consider marketability discounts for vacant properties. The valuations of premises and equipment held-for-sale are reduced by estimated costs to sell. Gains and losses on dispositions are reflected in noninterest income and expense, respectively.

Depreciation and amortization are computed on the straight-line method over the estimated useful lives of the assets and are recorded as noninterest expense. Leasehold improvements are amortized over the lesser of the lease periods or the estimated useful lives using the straight-line method. Useful lives utilized in determining depreciation for furniture, fixtures and equipment and for buildings are three to fifteen and seven to forty-five years, respectively.

Other Real Estate Owned (OREO)

Other Real Estate Owned ("OREO"). Real estate acquired by foreclosure or other real estate-owned 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. At the time acquired, and in conjunction with the transfer from loans to OREO, there is a charge-off against the ALLL if the estimated fair value less costs to sell is less than the loan’s cost basis. Subsequent declines in fair value and gains or losses on dispositions, if any, are charged to All other expense on the Consolidated Statements of Income. Prior to January 1, 2015, properties acquired by foreclosure in compliance with HUD servicing guidelines are included in “OREO” and are carried at the estimated amount of the underlying government insurance or guarantee. On December 31, 2017, FHN had $3.8 million of these properties.

Required developmental costs associated with acquired property under construction are capitalized and included in determining the estimated net realizable value of the property, which is reviewed periodically, and any write-downs are charged against current earnings.

Intangible Assets

Intangible Assets. Intangible assets consist of “Other intangible assets” and “Goodwill.” Other intangible assets represent customer lists and relationships, acquired contracts, covenants not to compete and premium on purchased deposits, which are amortized over their estimated useful lives. Intangible assets related to acquired deposit bases are primarily amortized over 10 years using an accelerated method. Management evaluates whether events or circumstances have occurred that indicate the remaining useful life or carrying value of amortizing intangibles should be revised. Goodwill represents the excess of cost over net assets of acquired businesses less identifiable intangible assets. On an annual basis, FHN assesses goodwill for impairment.

Derivative Financial Instruments

Derivative Financial Instruments. FHN accounts for derivative financial instruments in accordance with ASC 815 which requires recognition of all derivative instruments on the balance sheet as either an asset or liability measured at fair value through adjustments to either accumulated other comprehensive income within shareholders’ equity or current earnings. Fair value is defined as the price that would be received to sell a derivative asset or paid to transfer a derivative liability in an orderly transaction between market participants on the transaction date. Fair value is determined using available market information and appropriate valuation methodologies. FHN has elected to present its derivative assets and liabilities gross on the Consolidated Statements of Condition. Amounts of collateral posted or received have not been netted with the related derivatives unless the collateral amounts are considered legal settlements of the related derivative positions. See Note 22 - Derivatives for discussion on netting of derivatives.

FHN prepares written hedge documentation, identifying the risk management objective and designating the derivative instrument as a fair value hedge or cash flow hedge as applicable, or as a free-standing derivative instrument entered into as an economic hedge or to meet customers’ needs. All transactions designated as ASC 815 hedges must be assessed at inception and on an ongoing basis as to the effectiveness of the derivative instrument in offsetting changes in fair value or cash flows of the hedged item. For a fair value hedge, changes in the fair value of the derivative instrument and changes in the fair value of the hedged asset or liability attributable to the hedged risk are recognized currently in earnings. For a cash flow hedge, changes in the fair value of the derivative instrument, to the extent that it is effective, are recorded in accumulated other comprehensive income and subsequently reclassified to earnings as the hedged transaction impacts net income. Any ineffective portion of a cash flow hedge is recognized currently in earnings. For free-standing derivative instruments, changes in fair values are recognized currently in earnings. See Note 22 - Derivatives for additional information.

Cash flows from derivative contracts are reported as operating activities on the Consolidated Statements of Cash Flows.

Advertising and Public Relations

Advertising and Public Relations. Advertising and public relations costs are generally expensed as incurred.

Income Taxes

Income Taxes. FHN accounts for income taxes using the asset and liability method pursuant to ASC 740, “Income Taxes,” which requires the recognition of deferred tax assets ("DTAs") and liabilities ("DTLs") for the expected future tax consequences of events that have been included in the financial statements. Under this method, FHN’s deferred tax assets and liabilities are determined based on differences between financial statement carrying amounts and the corresponding tax basis of certain assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on DTAs and DTLs is recognized in income in the period that includes the enactment date.

Additionally, DTAs are subject to a “more likely than not” test to determine whether the full amount of the DTAs should be recognized in the financial statements. FHN evaluates the likelihood of realization of the DTA based on both positive and negative evidence available at the time, including (as appropriate) scheduled reversals of DTLs, projected future taxable income, tax planning strategies, and recent financial performance. If the “more likely than not” test is not met, a valuation allowance must be established against the DTA. In the event FHN determines that DTAs are realizable in the future in excess of their net recorded amount, FHN would make an adjustment to the valuation allowance, which would reduce the provision for income taxes.

FHN records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) it is determined whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority is recognized. FHN's ASC 740 policy is to recognize interest and penalties related to unrecognized tax benefits as a component of income tax expense. Accrued interest and penalties are included within the related tax asset/liability line in the consolidated balance sheet.

FHN and its eligible subsidiaries are included in a consolidated federal income tax return. FHN files separate returns for subsidiaries that are not eligible to be included in a consolidated federal income tax return. Based on the laws of the applicable state where it conducts business operations, FHN either files consolidated, combined, or separate returns.

Earnings per Share

Earnings per Share. Earnings per share is computed by dividing net income or loss available to common shareholders by the weighted average number of common shares outstanding for each period. Diluted earnings per share in net income periods is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding adjusted to include the number of additional common shares that would have been outstanding if the potential dilutive common shares resulting from performance shares or units, restricted shares or units, and options granted under FHN’s equity compensation plans and deferred compensation arrangements had been issued. FHN utilizes the treasury stock method in this calculation. Diluted earnings per share does not reflect an adjustment for potentially dilutive shares in periods in which a net loss available to common shareholders exists.

Equity Compensation

Equity Compensation. FHN accounts for its employee stock-based compensation plans using the grant date fair value of an award to determine the expense to be recognized over the life of the award. Stock options are valued using an option-pricing model, such as Black-Scholes. Restricted and performance shares and share units are valued at the stock price on the grant date. Awards with post-vesting transfer restrictions are discounted using models that reflect market considerations for illiquidity. For awards with service vesting criteria, expense is recognized using the straight-line method over the requisite service period (generally the vesting period). Forfeitures are recognized when they occur. For awards vesting based on a performance measure, anticipated performance is projected to determine the number of awards expected to vest, and the corresponding aggregate expense is adjusted to reflect the elapsed portion of the performance period. If a performance period extends beyond the required service term, total expense is adjusted for changes in estimated achievement through the end of the performance period. The fair value of equity awards with cash payout requirements, as well as awards for which fair value cannot be estimated at grant date, is remeasured each reporting period through vesting date. Performance awards with pre-grant date achievement criteria are expensed over the period from the start of the performance period through the end of the service vesting term. Awards are amortized using the nonsubstantive vesting methodology which requires that expense associated with awards having only service vesting criteria that continue vesting after retirement be recognized over a period ending no later than an employee’s retirement eligibility date.

Repurchase and Foreclosure Provision

Repurchase and Foreclosure Provision. The repurchase and foreclosure provision is the charge to earnings necessary to maintain the liability at a level that reflects management’s best estimate of losses associated with the repurchase of loans previously transferred in whole loans sales or securitizations, or make whole requests as of the balance sheet date. See Note 17 - Contingencies and Other Disclosures for discussion related to FHN’s obligations to repurchase such loans.

Legal Costs

Legal Costs. Generally, legal costs are expensed as incurred.

Contingency Accruals

Contingency Accruals. Contingent liabilities arise in the ordinary course of business, including those related to lawsuits, arbitration, mediation, and other forms of litigation. FHN establishes loss contingency liabilities for matters when loss is both probable and reasonably estimable in accordance with ASC 450-20-50 “Contingencies - Accruals for Loss Contingencies”. If loss for a matter is probable and a range of possible loss outcomes is the best estimate available, accounting guidance generally requires a liability to be established at the low end of the range. Expected recoveries from insurance and indemnification arrangements are recognized if they are considered equally as probable and reasonably estimable as the related loss contingency up to the recognized amount of the estimated loss. Gain contingencies and expected recoveries from insurance and indemnification arrangements in excess of the associated recorded estimated losses are recognized when received. Recognized recoveries are recorded as offsets to the related expense in the Consolidated Statements of Income. The favorable resolution of a gain contingency generally results in the recognition of other income in the Consolidated Statements of Income. Contingencies assumed in business combinations are evaluated through the end of the one-year post-closing measurement period.  If the acquisition-date fair value of the contingency can be determined during the measurement period, recognition occurs as part of the acquisition-date fair value of the acquired business.  If the acquisition-date fair value of the contingency cannot be determined, but loss is considered probable as of the acquisition date and can be reasonably estimated within the measurement period, then the estimated amount is recorded within acquisition accounting.  If the requirements for inclusion of the contingency as part of the acquisition are not met, subsequent recognition of the contingency is included in earnings.

Summary of Accounting Changes and Accounting Changes Issued but Not Currently Effective

Summary of Accounting Changes. Effective January 1, 2017, FHN adopted the provisions of Accounting Standards Update (“ASU”) 2016-09, “Improvements to Employee Share-Based Payment Accounting,” which makes several revisions to equity compensation accounting. Under the new guidance all excess tax benefits and deficiencies that occur when an award vests, is exercised, or expires are recognized in income tax expense as discrete period items. Previously, these transactions were typically recorded directly within equity. Consistent with this change, excess tax benefits and deficiencies are no longer included within estimated proceeds when performing the treasury stock method for calculation of diluted earnings per share. Excess tax benefits are also recognized at the time an award is exercised or vests compared to the previous requirement to delay recognition until the deduction reduces taxes payable. The presentation of excess tax benefits in the statement of cash flows shifted to an operating activity from the prior classification as a financing activity.

ASU 2016-09 also provides an accounting policy election to recognize forfeitures of awards as they occur when estimating stock-based compensation expense rather than the previous requirement to estimate forfeitures from inception. FHN has elected to recognize forfeitures as they occur. Further, ASU 2016-09 permits employers to use a net-settlement feature to withhold taxes on equity compensation awards up to the maximum statutory tax rate without affecting the equity classification of the award. Under previous guidance, withholding of equity awards in excess of the minimum statutory requirement resulted in liability classification for the entire award. The related cash remittance by the employer for employee taxes is treated as a financing activity in the statement of cash flows. Transition to the new guidance was accomplished through a combination of retrospective (cash flows), cumulative-effect adjustment to equity (forfeitures) and prospective methodologies (tax windfalls and shortfalls). The effects of adopting ASU 2016-09 were not significant.

Effective January 1, 2017, FHN early adopted the provisions of ASU 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory” which requires recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Therefore, ASU 2016-16 reverses the previous requirement to delay recognition of the tax consequences of these transactions until the associated assets are sold to an outside party. Adoption of ASU 2016-16 did not have a significant effect on FHN.

In December 2017, the Securities and Exchange Commission issued Staff Accounting Bulletin (“SAB”) No. 118, “Income Tax Accounting Implications of the Tax Cuts and Jobs Act” which provides guidance on the timing of recognition for the effects of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”). Under SAB No. 118, companies are provided a measurement period of up to one year from enactment of the Tax Act to evaluate and record its effects. Companies are expected to make final adjustments when the required information is available. Companies are required to record provisional amounts when sufficient information to make a reasonable estimate is available. SAB No. 118 contains several disclosure requirements regarding a company’s assessment and recording the effects of the Tax Act, including the amounts recorded and the status of estimating potential additional effects. SAB No. 118 was effective immediately upon issuance and FHN has included the required disclosures in Note 15 - Income Taxes.

Issued in February 2018, ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” provides an election for reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects solely resulting from the Tax Act. The stranded tax effects were created because current accounting requirements indicate that all changes in deferred tax assets and liabilities due to changes in enacted tax rates be recorded through tax provision, even when the deferred tax asset or liability was originally created with an offset to accumulated comprehensive income. For FHN, this includes net deferred tax assets related to net unrealized losses on AFS securities, net actuarial losses for pension and postretirement plans, and the effective portion of cash flow hedging activities. The provisions of ASU 2018-02 do not apply to past or future changes in tax rates. Adoption of ASU 2018-02 is required for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted in any interim period for which financial statements have not yet been issued. FHN elected early adoption as of December 31, 2017 and made a reclassification of $57.5 million from accumulated other comprehensive income to retained earnings.

Accounting Changes Issued but Not Currently Effective

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers.” ASU 2014-09 does not change revenue recognition for financial assets. The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This is accomplished through a five-step recognition framework involving 1) the identification of contracts with customers, 2) identification of performance obligations, 3) determination of the transaction price, 4) allocation of the transaction price to the performance obligations and 5) recognition of revenue as performance obligations are satisfied. Additionally, qualitative and quantitative information is required for disclosure regarding the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In February 2016, the FASB issued ASU 2016-08, “Principal versus Agent Considerations,” which provides additional guidance on whether an entity should recognize revenue on a gross or net basis, based on which party controls the specified good or service before that good or service is transferred to a customer. In April 2016, the FASB issued ASU 2016-10, “Identifying Performance Obligations and Licensing,” which clarifies the original guidance included in ASU 2014-09 for identification of the goods or services provided to customers and enhances the implementation guidance for licensing arrangements. ASU 2016-12, “Narrow-Scope Improvements and Practical Expedients,” was issued in May 2016 to provide additional guidance for the implementation and application of ASU 2014-09. “Technical Corrections and Improvements” ASU 2016-20 was issued in December 2016 and provides further guidance on certain issues. These ASUs are effective in annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Transition to the new requirements may be made by retroactively revising prior financial statements (with certain practical expedients permitted) or by a cumulative effect through retained earnings. If the latter option is selected, additional disclosures are required for comparability. FHN has elected to adopt the provisions of the revenue recognition standards through the cumulative effect alternative. Additionally, FHN evaluated the effects of the revenue standards on its recognition and presentation practices and determined that there are no significant effects on the timing of recognition, which results in no cumulative effect adjustment being required. FHN determined that in situations where its broker-dealer operations serve as the lead underwriter, the associated revenues and expenses will be presented gross, on a prospective basis starting in first quarter 2018. The effect on 2018 revenues and expenses will not be significant.

In February 2017, the FASB issued ASU 2017-05, “Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets” which clarifies the meaning and application of the term "in substance nonfinancial asset" in transactions involving both financial and nonfinancial assets. If substantially all of the fair value of the assets that are promised to the counterparty in a contract are concentrated in nonfinancial assets, then all of the financial assets promised to the counterparty are in substance nonfinancial assets within the scope of revenue recognition guidance for nonfinancial assets. ASU 2017-05 also clarifies that an entity should identify each distinct nonfinancial asset or in substance nonfinancial asset promised to a counterparty and derecognize each asset when a counterparty obtains control of it with the amount of revenue recognized based on the allocation guidance provided in ASU 2014-09. ASU 2017-05 also requires an entity to derecognize a distinct nonfinancial asset or distinct in substance nonfinancial asset in a partial sale transaction when it 1) does not have (or ceases to have) a controlling financial interest in the legal entity that holds the asset in accordance with Topic 810 and 2) transfers control of the asset in accordance with the provisions of ASU 2014-09. Once an entity transfers control of a distinct nonfinancial asset or distinct in substance nonfinancial asset, it is required to measure any noncontrolling interest it receives (or retains) at fair value. ASU 2017-05 has the same effective date and transition provisions as ASU 2014-09 and the two standards must be adopted simultaneously although the transition methods may be different. FHN has elected to adopt ASU 2017-05 through the cumulative effect approach. FHN has determined that there are no significant effects on the timing of revenue recognition, which results in no cumulative effect adjustment being required.

In January 2016, the FASB issued ASU 2016-01, “Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-01 makes several revisions to the accounting, presentation and disclosure for financial instruments. Equity investments (except those accounted for under the equity method, those that result in consolidation of the investee, and those held by entities subject to specialized industry accounting which already apply fair value through earnings) are required to be measured at fair value with changes in fair value recognized in net income. This excludes FRB and FHLB stock holdings which are specifically exempted from the provisions of ASU 2016-01. An entity may elect to measure equity investments that do not have readily determinable market values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar instruments from the same issuer. ASU 2016-01 also requires a qualitative impairment review for equity investments without readily determinable fair values, with measurement at fair value required if impairment is determined to exist. For liabilities for which fair value has been elected, ASU 2016-01 revises current accounting to record the portion of fair value changes resulting from instrument-specific credit risk within other comprehensive income rather than earnings. FHN has not elected fair value accounting for any existing financial liabilities. Additionally, ASU 2016-01 clarifies that the need for a valuation allowance on a deferred tax asset related to available-for-sale securities should be assessed in combination with all other deferred tax assets rather than being assessed in isolation. ASU 2016-01 also makes several changes to existing fair value presentation and disclosure requirements, including a provision that all disclosures must use an exit price concept in the determination of fair value. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Transition is through a cumulative effect adjustment to retained earnings for equity investments with readily determinable fair values. Equity investments without readily determinable fair values, for which the accounting election is made, will have any initial fair value marks recorded through earnings prospectively after adoption.

Upon adoption, FHN reclassified all equity investments out of available-for-sale securities, leaving only debt securities within this classification. FHN evaluated the nature of its current equity investments and determined that substantially all qualify for the election available to assets without readily determinable fair values, including its holdings of Visa Class B shares. Accordingly, FHN has applied this election and any future fair value marks for these investments will be recognized through earnings on a prospective basis subsequent to adoption. The requirements of ASU 2016-01 related to assessment of deferred tax assets and disclosure of the fair value of financial instruments did not have a significant effect on FHN because its current accounting and disclosure practices conform to the requirements of ASU 2016-01.

In February 2016, the FASB issued ASU 2016-02, “Leases,” which requires a lessee to recognize in its statement of condition a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. ASU 2016-02 leaves lessor accounting largely unchanged from prior standards. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. All other leases must be classified as financing or operating leases which depends on the relationship of the lessee’s rights to the economic value of the leased asset. For finance leases, interest on the lease liability is recognized separately from amortization of the right-of-use asset in earnings, resulting in higher expense in the earlier portion of the lease term. For operating leases, a single lease cost is calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis.

In transition to ASU 2016-02, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that entities may elect to apply, which would result in continuing to account for leases that commence before the effective date in accordance with previous requirements (unless the lease is modified) except that lessees are required to recognize a right-of-use asset and a lease liability for all operating leases at each reporting date based on the present value of the remaining minimum rental payments that were tracked and disclosed under previous requirements. ASU 2016-02 also requires expanded qualitative and quantitative disclosures to assess the amount, timing, and uncertainty of cash flows arising from lease arrangements. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. FHN is evaluating the impact of ASU 2016-02 on its current accounting and disclosure practices. An alternative cumulative effect transition methodology has been proposed, but not yet issued, which FHN anticipates that it would elect if available.

In March 2016, the FASB issued ASU 2016-04, “Recognition of Breakage of Certain Prepaid Stored-Value Products,” which indicates that liabilities related to the sale of prepaid stored-value products are considered financial liabilities and should have a breakage estimate applied for estimated unused funds. ASU 2016-04 does not apply to stored-value products that can only be redeemed for cash, are subject to escheatment or are linked to a segregated bank account. ASU 2016-04 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of ASU 2016-04 did not have a significant effect on FHN’s current accounting and disclosure practices.

In June 2016, the FASB issued ASU 2016-13, “Measurement of Credit Losses on Financial Instruments,” which revises the measurement and recognition of credit losses for assets measured at amortized cost (e.g., held-to-maturity (“HTM”) loans and debt securities) and available-for-sale (“AFS”) debt securities. Under ASU 2016-13, for assets measured at amortized cost, the current expected credit loss (“CECL”) is measured as the difference between amortized cost and the net amount expected to be collected. This represents a departure from existing GAAP as the “incurred loss” methodology for recognizing credit losses delays recognition until it is probable a loss has been incurred. The measurement of current expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. Additionally, current disclosures of credit quality indicators in relation to the amortized cost of financing receivables will be further disaggregated by year of origination. ASU 2016-13 leaves the methodology for measuring credit losses on AFS debt securities largely unchanged, with the maximum credit loss representing the difference between amortized cost and fair value. However, such credit losses will be recognized through an allowance for credit losses, which permits recovery of previously recognized credit losses if circumstances change.

ASU 2016-13 also revises the recognition of credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”). For PCD assets, the initial allowance for credit losses is added to the purchase price. Only subsequent changes in the allowance for credit losses are recorded as a credit loss expense for PCD assets. Interest income for PCD assets will be recognized based on the effective interest rate, excluding the discount embedded in the purchase price that is attributable to the acquirer’s assessment of credit losses at acquisition. Currently, credit losses for purchased credit-impaired assets are included in the initial basis of the assets with subsequent declines in credit resulting in expense while subsequent improvements in credit are reflected as an increase in the future yield from the assets.

The provisions of ASU 2016-13 will be generally adopted through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in the year of adoption. Prospective implementation is required for debt securities for which an other-than-temporary-impairment (“OTTI”) had been previously recognized. Amounts previously recognized in accumulated other comprehensive income (“AOCI”) as of the date of adoption that relate to improvements in cash flows expected to be collected will continue to be accreted into income over the remaining life of the asset. Recoveries of amounts previously written off relating to improvements in cash flows after the date of adoption will be recorded in earnings when received. A prospective transition approach will be used for existing PCD assets where, upon adoption, the amortized cost basis will be adjusted to reflect the addition of the allowance for credit losses. Thus, an entity will not be required to reassess its purchased financial assets that exist as of the date of adoption to determine whether they would have met at acquisition the new criteria of more-than-insignificant credit deterioration since origination. An entity will accrete the remaining noncredit discount (based on the revised amortized cost basis) into interest income at the effective interest rate at the adoption date.

ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted in fiscal years beginning after December 15, 2018. FHN continues to evaluate the impact of ASU 2016-13.  FHN has met with industry experts, initiated training for key employees associated with the new standard, and defined an initial approach that it is currently testing.  Once testing is completed, FHN will begin to develop the formal models and processes that will be required to implement the new standard.

In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments,” which clarifies multiple cash flow presentation issues including providing guidance as to classification on the cash flow statement for certain cash receipts and cash payments where diversity in practice exists. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The provisions of ASU 2016-15 will be applied retroactively and will result in proceeds from bank-owned life insurance (“BOLI”) being classified as an investing activity rather than their prior classification as an operating activity.

In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost,” which requires the disaggregation of the service cost component from the other components of net benefit cost for pension and postretirement plans. Service cost must be included in the same income statement line item as other compensation-related expenses. All other components of net benefit cost are required to be presented in the income statement separately from the service cost component, with disclosure of the line items where these amounts are recorded. The presentation requirements of ASU 2017-07 must be applied retrospectively and adoption is required for annual periods beginning after December 15, 2017, including interim periods within those annual periods. FHN’s disclosures for pension and postretirement costs provide details of the service cost and all other components for expenses recognized for its applicable benefit plans. These amounts are currently included in Employee compensation, incentives, and benefits expense in the Consolidated Statements of Income. Upon adoption of ASU 2017-07 FHN will reclassify the expense components other than service cost into All other expense and revise its disclosures accordingly. The amounts to be reclassified are presented in Note 11—Pension, Savings, and Other Employee Benefits in FHN's Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 and in Note 18-Pension, Savings, and Other Employee Benefits in in these financial statements.

In March 2017, the FASB issued ASU 2017-08, “Premium Amortization on Purchased Callable Debt Securities,” which shortens the amortization period for securities that have explicit, noncontingent call features that are callable at fixed prices and on preset dates. In contrast to the current requirement for premium amortization to extend to the contractual maturity date, ASU 2017-08 requires the premium to be amortized to the earliest call date. ASU 2017-08 does not change the amortization of discounts, which will continue to be amortized to maturity. The new guidance does not apply to either 1) debt securities where the prepayment date is not preset or the price is not known in advance or 2) debt securities that qualify for amortization based on estimated prepayment rates. ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 with early adoption permitted. Transition is accomplished through a cumulative-effect adjustment directly to retained earnings as of the beginning of the year of adoption. While there is no effect for its current investments, FHN has elected to early adopt the provisions of ASU 2017-08 in first quarter 2018.

In August 2017, the FASB issued ASU 2017-12, “Targeted Improvements to Accounting for Hedging Activities,” which revises the financial reporting for hedging relationships through changes to both the designation and measurement requirements for qualifying hedge relationships and the presentation of hedge results. ASU 2017-12 expands permissible risk component hedging strategies, including the designation of a contractually specified interest rate (e.g., a bank’s prime rate) in hedges of cash flows from variable rate financial instruments. Additionally, ASU 2017-12 makes significant revisions to fair value hedging activities, including the ability to measure the fair value changes for a hedged item solely for changes in the benchmark interest rate, permitting partial-term hedges, limiting consideration of prepayment risk for hedged debt instruments solely to the effects of changes in the benchmark interest rate and allowing for certain hedging strategies to be applied to closed portfolios of prepayable debt instruments. ASU 2017-12 also provides elections for the exclusion of certain portions of a hedging instrument’s change in fair value from the assessment of hedge effectiveness. If elected, the fair value changes of these excluded components may be recognized immediately or recorded into other comprehensive income with recycling into earnings using a rational and systematic methodology over the life of the hedging instrument.

Under ASU 2017-12 some of the documentation requirements for hedge accounting relationships are relaxed, but the highly effective threshold has been retained. Hedge designation documentation and a prospective qualitative assessment are still required at hedge inception, but the initial quantitative analysis may be delayed until the end of the quarter the hedge is commenced. If certain criteria are met, an election can be made to perform future effectiveness assessments using a purely qualitative methodology. ASU 2017-12 also revises the income statement presentation requirements for hedging activities. For fair value hedges, the entire change in the fair value of the hedging instrument included in the assessment of effectiveness is recorded to the same income statement line item used to present the earnings effect of the hedged item. For cash flow hedges, the entire fair value change of the hedging instrument that is included in the assessment of hedge effectiveness is initially recorded in other comprehensive income and later recycled into earnings as the hedged transaction(s) affect net income with the income statement effects recorded in the same financial statement line item used to present the earnings effect of the hedged item.

ASU 2017-12 also makes revisions to the current disclosure requirements for hedging activities to reflect the presentation of hedging results consistent with the changes to income statement classification and to improve the disclosure of the hedging results on the balance sheet. ASU 2017-12 is effective for fiscal years beginning after December 15, 2018 with early adoption permitted in any period after issuance. Adoption for all existing hedging relationships is performed through a cumulative effect adjustment to the applicable balance sheet accounts with an offset to retained earnings as of the beginning of the fiscal year.

FHN early adopted the provisions of ASU 2017-12 in the first quarter of 2018. Prospectively, FHN will record components of hedging results for its fair value and cash flow hedges previously recognized in other expense within either interest income or interest expense. Additionally, FHN made cumulative effect adjustments to the hedged items, accumulated other comprehensive income and retained earnings as of the beginning of 2018. The magnitude of the cumulative effect adjustments and prospective effects are insignificant for FHN’s existing hedge relationships.

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Acquisitions and Divestitures (Tables)

12 Months Ended

Dec. 31, 2017

Business Combinations [Abstract]

Schedule of recognized assets acquired and liabilities assumed

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of November 30, 2017:

	Capital Bank Financial Corporation
	Purchase Accounting/
	As			Fair Value
	Acquired			Adjustments				As recorded
(Dollars in thousands)	(unaudited)			(unaudited)				by FHN
Assets:
Cash and cash equivalents	$	205,999		$	—			$	205,999
Trading securities	4,758			(4,758		)	(a)	—
Loans held-for-sale	—			134,003				134,003
Securities available-for-sale	1,017,867			175,526				1,193,393
Securities held-to-maturity	177,549			(177,549		)		—
Loans	7,596,049			(320,372		)		7,275,677
Allowance for loan losses	(45,711		)	45,711				—
CBF Goodwill	231,292			(231,292		)		—
Other intangible assets	24,498			119,302				143,800
Premises and equipment	196,298			37,054				233,352
OREO	43,077			(9,149		)		33,928
Other assets	617,232			41,320			(b)	658,552
Total assets acquired	$	10,068,908		$	(190,204	)		$	9,878,704
Liabilities:
Deposits	$	8,141,593		$	(849	)		$	8,140,744
Securities sold under agreements to repurchase	26,664			—				26,664
Other short-term borrowings	390,391			—				390,391
Term borrowings	119,486			67,683				187,169
Other liabilities	59,995			4,291				64,286
Total liabilities assumed	8,738,129			71,125				8,809,254
Net assets acquired	$	1,330,779		$	(261,329	)		1,069,450
Consideration paid:
Equity								(1,792,759		)
Cash								(423,592		)
Total consideration paid								(2,216,351		)
Goodwill								$	1,146,901

(a) Amount represents a conformity adjustment to align with FHN presentation.

(b) Amount primarily relates to a net deferred tax asset recorded for the effects of the purchase accounting adjustments.

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of October 2, 2015:

	TrustAtlantic Financial Corporation
	Purchase Accounting/
	As			Fair Value
	Acquired			Adjustments			As recorded
(Dollars in thousands)	(unaudited)			(unaudited)			by FHN
Assets:
Cash and cash equivalents	$	18,801		$	—		$	18,801
Securities available-for-sale	73,822			(10		)	73,812
Loans, net of unearned income	298,050			(16,106		)	281,944
Allowance for loan losses	(4,639		)	4,639			—
Core deposit intangible	84			1,866			1,950
TAF Goodwill	3,721			(3,721		)	—
Premises and equipment, net	2,353			1,214			3,567
OREO	1,018			(95		)	923
Deferred tax asset	2,940			4,262			7,202
Other assets	10,638			1,135			11,773
Total assets acquired	$	406,788		$	(6,816	)	$	399,972
Liabilities:
Deposits	$	342,788		$	1,300		$	344,088
Other liabilities	3,173			1,407			4,580
Total liabilities assumed	345,961			2,707			348,668
Net assets acquired	$	60,827		$	(9,523	)	51,304
Consideration paid:
Equity consideration							(72,791		)
Cash							(23,888		)
Total consideration paid							(96,679		)
Goodwill							$	45,375

The following schedule details acquired assets and liabilities and consideration paid, as well as adjustments to record the assets and liabilities at their estimated fair values as of April 3, 2017:

	Coastal Securities, Inc
	Purchase Accounting/
	As		Fair Value
	Acquired		Adjustments			As recorded
(Dollars in thousands)	(unaudited)		(unaudited)			by FHN
Assets:
Cash and cash equivalents	$	7,502	$	—		$	7,502
Interest-bearing cash	4,132		—			4,132
Trading securities	423,662		(284,580		)	139,082
Loans held-for-sale	—		236,088			236,088
Investment securities	—		1,413			1,413
Other intangible assets, net	—		27,300			27,300
Premises and equipment, net	1,229		—			1,229
Other assets	1,658		14			1,672
Total assets acquired	$	438,183	$	(19,765	)	$	418,418
Liabilities:
Securities sold under agreements to repurchase	$	201,595	$	—		$	201,595
Other short-term borrowings	33,509		—			33,509
Fixed income payables	143,647		(47,158		)	96,489
Other liabilities	958		(642		)	316
Total liabilities assumed	379,709		(47,800		)	331,909
Net assets acquired	$	58,474	$	28,035		86,509
Consideration paid:
Cash						(131,473		)
Goodwill						$	44,964

Schedule of business acquisition pro forma information

The following table presents financial information regarding the former CBF operations included in FHN's Consolidated Statements of Income from the date of acquisition (November 30, 2017) through December 31, 2017. Additionally, the table presents unaudited proforma information as if the acquisition of CBF had occurred on January 1, 2016:

	Actual from acquisition date through
			Unaudited Pro Forma for
			Year Ended December 31
(Dollars in thousands)	December 31, 2017		2017		2016
Net interest income	$	31,253	$	1,165,006	$	1,033,218
Noninterest income	6,192		563,581		638,493
Pre-tax income	16,534		476,911		458,667
Net income available to common shareholders (a)	NM		274,416		293,981

(a) Net income available to common shareholders is not meaningful for actual CBF results from the acquisition date through December 31, 2017 because of the effect of tax reform.

Schedule of merger and integration expense

Total CBF merger and integration expenses recognized in 2017 are presented in the table below:

(Dollars in thousands)
Professional fees (a)	$	28,151
Employee compensation, incentives and benefits (b)	17,077
Contract employment and outsourcing (c)	1,270
Miscellaneous expense (d)	1,291
All other expense (e)	8,959
Total	$	56,748

(a) Primarily comprised of fees for investment bankers, legal, accounting, and merger consultants.

(b) Primarily comprised of fees for change in control, severance, and retention.

(c) Primarily relates to fees for temporary assistance for merger and integration activities.

(d) Consists of fees for operations services, travel and entertainment, communications and courier, advertising and public relations, computer software, equipment rentals, deprecation, and maintenance, supplies, and occupancy.

(e) Primarily relates to asset impairments related to the integration and other miscellaneous expenses.

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Investment Securities (Tables)

12 Months Ended

Dec. 31, 2017

Marketable Securities [Abstract]

Schedule Of FHN's Investment Securities

The following tables summarize FHN’s investment securities on December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available-for-sale:
U.S. treasuries	$	100	$	—	$	(1	)	$	99
Government agency issued mortgage-backed securities (“MBS”)	2,580,442		10,538		(13,604		)	2,577,376
Government agency issued collateralized mortgage obligations (“CMO”)	2,302,439		1,691		(34,272		)	2,269,858
Corporates and other debt	55,799		23		(40		)	55,782
Equity and other (a)	265,863		7		—			265,870
	$	5,204,643	$	12,259	$	(47,917	)	5,168,985
AFS debt securities recorded at fair value through earnings:
SBA-interest only strips (b)								1,270
Total securities available-for-sale (c)								$	5,170,255
Securities held-to-maturity:
Corporates and other debt	$	10,000	$	—	$	(99	)	$	9,901
Total securities held-to-maturity	$	10,000	$	—	$	(99	)	$	9,901

(a) Includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $134.6 million. The remainder is money market, mutual funds, and cost method investments.

(b) SBA-interest only strips are recorded at elected fair value. See Note 24 - Fair Value of Assets and Liabilities for additional information.

(c) Includes $4.0 billion of securities pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

	December 31, 2016
(Dollars in thousands)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Securities available-for-sale:
U.S. treasuries	$	100	$	—	$	—		$	100
Government agency issued MBS	2,217,593		14,960		(23,866		)	2,208,687
Government agency issued CMO	1,566,986		4,909		(23,937		)	1,547,958
Equity and other (a)	186,756		—		(2		)	186,754
Total securities available-for-sale (b)	$	3,971,435	$	19,869	$	(47,805	)	$	3,943,499
Securities held-to-maturity:
States and municipalities	$	4,347	$	393	$	—		$	4,740
Corporates and other debt	10,000		33		—			10,033
Total securities held-to-maturity	$	14,347	$	426	$	—		$	14,773

(a) Includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $68.6 million. The remainder is money market, mutual funds, and cost method investments.

(b) Includes $3.3 billion of securities 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 available-for-sale and held-to-maturity securities portfolios on December 31, 2017 are provided below:

	Held-to-Maturity				Available-for-Sale
(Dollars in thousands)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	—	$	—	$	—	$	—
After 1 year; within 5 years	—		—		55,899		55,900
After 5 years; within 10 years	10,000		9,901		—		1,085
After 10 years	—		—		—		166
Subtotal	10,000		9,901		55,899		57,151
Government agency issued MBS and CMO (a)	—		—		4,882,881		4,847,234
Equity and other	—		—		265,863		265,870
Total	$	10,000	$	9,901	$	5,204,643	$	5,170,255

(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 Gross Gains And Losses On Sale From Available For Sale Portfolio

The table below provides information on gross gains and gross losses from investment securities for the year ended December 31:

	Available-for-Sale
(Dollars in thousands)	2017			2016			2015
Gross gains on sales of securities	$	2,514		$	5,754		$	5,630
Gross (losses) on sales of securities	(1,922		)	(4,213		)	(3,503		)
Net gain/(loss) on sales of securities (a) (b)	592			1,541			2,127
OTTI recorded (c)	—			(200		)	(749		)
Total securities gain/(loss), net	$	592		$	1,341		$	1,378

(a) Proceeds from sales during 2017, 2016 and 2015 were $937.0 million, $444.2 million and $69.7 million, respectively. 2016 includes a $1.5 million net gain from exchanges of approximately $736 million of AFS debt securities; 2015 includes a $1.8 million gain from an exchange of approximately $335 million of AFS debt securities.

(b) 2017 includes a $.4 million gain associated with the call of a $4.4 million held-to-maturity municipal bond.

(c) OTTI recorded is related to equity securities.

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 December 31, 2017 and 2016:

	As of December 31, 2017
	Less than 12 months					12 months or longer					Total
(Dollars in thousands)	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
U.S. treasuries	$	99	$	(1	)	$	—	$	—		$	99	$	(1	)
Government agency issued MBS	1,455,476		(4,738		)	331,900		(8,866		)	1,787,376		(13,604		)
Government agency issued CMO	1,043,987		(7,464		)	832,173		(26,808		)	1,876,160		(34,272		)
Corporates and other debt	15,294		(40		)	—		—			15,294		(40		)
Total temporarily impaired securities	$	2,514,856	$	(12,243	)	$	1,164,073	$	(35,674	)	$	3,678,929	$	(47,917	)

	As of December 31, 2016
	Less than 12 months					12 months or longer					Total
(Dollars in thousands)	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses
Government agency issued MBS	$	1,912,126	$	(23,866	)	$	—	$	—		$	1,912,126	$	(23,866	)
Government agency issued CMO	1,059,471		(19,052		)	116,527		(4,885		)	1,175,998		(23,937		)
Total debt securities	2,971,597		(42,918		)	116,527		(4,885		)	3,088,124		(47,803		)
Equity	7		(2		)	—		—			7		(2		)
Total temporarily impaired securities	$	2,971,604	$	(42,920	)	$	116,527	$	(4,885	)	$	3,088,131	$	(47,805	)

XML

Loans (Tables)

12 Months Ended

Dec. 31, 2017

Receivables [Abstract]

Schedule Of Loans By Portfolio Segment

The following table provides the balance of loans, net of unearned income, by portfolio segment as of December 31, 2017 and 2016:

	December 31
(Dollars in thousands)	2017		2016
Commercial:
Commercial, financial, and industrial	$	16,057,273	$	12,148,087
Commercial real estate	4,214,695		2,135,523
Consumer:
Consumer real estate (a)	6,367,755		4,523,752
Permanent mortgage	399,307		423,125
Credit card & other	619,899		359,033
Loans, net of unearned income	$	27,658,929	$	19,589,520
Allowance for loan losses	189,555		202,068
Total net loans	$	27,469,374	$	19,387,452

(a) Balances as of December 31, 2017 and 2016, include $24.2 million and $35.9 million of restricted real estate loans, respectively. See Note 21—Variable Interest Entities for additional information.

Certain Loans Acquired in Transfer Not Accounted for as Debt Securities Acquired During Period

The following tables reflect FHN's contractually required payments receivable, cash flows expected to be collected and the fair value of the acquired loans at the acquisition date of November 30, 2017. These amounts are considered provisional as management continues to identify and assess information regarding the nature of these assets and reviews the associated valuation assumptions and methodologies.

	Non-PCI Loans
(Dollars in thousands)	November 30, 2017
Contractually required payments including interest	$	9,182,610
Less : expected losses and foregone interest	(801,546		)
Cash flows expected to be collected	8,381,064
Fair value of loans acquired (a)	$	7,229,948

(a) Includes $127.8 million of loans held-for-sale.

	PCI Loans
(Dollars in thousands)	November 30, 2017
Contractually required payments including interest	$	258,950
Less : nonaccretable difference	(77,022		)
Cash flows expected to be collected	181,928
Less : accretable yield	(13,957		)
Fair value of loans acquired (a)	$	167,971

(a) Includes $5.0 million of loans held-for-sale.

Certain Loans Acquired In Transfer Not Accounted For As Debt Securities Accretable Yield Movement Schedule Rollforward

The following table presents a rollforward of the accretable yield for the year ended December 31, 2017 and 2016:

	Year Ended December 31
(Dollars in thousands)	2017			2016
Balance, beginning of period	$	6,871		$	8,542
Addition	13,957			2,883
Accretion	(3,564		)	(3,963		)
Adjustment for payoffs	(1,917		)	(6,409		)
Adjustment for charge-offs	(45		)	(674		)
Adjustment for pool excess recovery (a)	(222		)	—
Increase in accretable yield (b)	467			6,525
Other	76			(33		)
Balance, end of period	$	15,623		$	6,871

(a) Represents the removal of accretable difference for the remaining loans in a pool which is now in a recovery state.

(b) Includes changes in the accretable yield due to both transfers from the nonaccretable difference and the impact of changes in the expected timing of the cash flows.

Schedule Of Acquired Purchase Credit Impaired Loans By Portfolio Segment

The following table reflects the outstanding principal balance and carrying amounts of the acquired PCI loans as of December 31, 2017 and 2016:

	December 31, 2017				December 31, 2016
(Dollars in thousands)	Carrying value		Unpaid balance		Carrying value		Unpaid balance
Commercial, financial and industrial	$	102,330	$	115,296	$	40,368	$	41,608
Commercial real estate	30,375		35,472		4,763		6,514
Consumer real estate	38,176		42,568		1,172		1,677
Credit card and other	5,500		6,351		52		64
Total	$	176,381	$	199,687	$	46,355	$	49,863

Information By Class Related To Individually Impaired Loans

The following tables provide information at December 31, 2017 and 2016, by class related to individually impaired loans and consumer TDRs, regardless of accrual status. Recorded investment is defined as the amount of the investment in a loan, excluding any valuation allowance but including any direct write-down of the investment. For purposes of this disclosure, PCI loans and the TRUPs valuation allowance have been excluded.

	December 31, 2017
(Dollars in thousands)	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded:
Commercial:
General C&I	$	8,183	$	17,372	$	—	$	7,810	$	—
Income CRE	—		—		—		—		—
Total	$	8,183	$	17,372	$	—	$	7,810	$	—
Consumer:
HELOC (a)	$	9,258	$	19,193	$	—	$	10,374	$	—
R/E installment loans (a)	4,093		4,663		—		4,076		—
Permanent mortgage (a)	5,132		7,688		—		5,602		—
Total	$	18,483	$	31,544	$	—	$	20,052	$	—
Impaired loans with related allowance recorded:
Commercial:
General C&I	$	31,774	$	38,256	$	5,119	$	29,183	$	773
TRUPS	3,067		3,700		925		3,139		—
Income CRE	1,612		1,612		49		1,695		52
Residential CRE	795		1,263		83		1,106		10
Total	$	37,248	$	44,831	$	6,176	$	35,123	$	835
Consumer:
HELOC	$	72,469	$	75,207	$	14,382	$	77,454	$	2,261
R/E installment loans	43,075		43,827		8,793		48,473		1,246
Permanent mortgage	79,662		90,934		12,105		81,422		2,455
Credit card & other	593		593		311		406		11
Total	$	195,799	$	210,561	$	35,591	$	207,755	$	5,973
Total commercial	$	45,431	$	62,203	$	6,176	$	42,933	$	835
Total consumer	$	214,282	$	242,105	$	35,591	$	227,807	$	5,973
Total impaired loans	$	259,713	$	304,308	$	41,767	$	270,740	$	6,808

(a) All discharged bankruptcy loans are charged down to an estimate of net realizable value and do not carry any allowance.

	December 31, 2016
(Dollars in thousands)	Recorded Investment		Unpaid Principal Balance		Related Allowance		Average Recorded Investment		Interest Income Recognized
Impaired loans with no related allowance recorded:
Commercial:
General C&I	$	10,419	$	16,636	$	—	$	12,009	$	—
Income CRE	—		—		—		1,543		—
Total	$	10,419	$	16,636	$	—	$	13,552	$	—
Consumer:
HELOC (a)	$	11,383	$	21,662	$	—	$	11,168	$	—
R/E installment loans (a)	3,957		4,992		—		4,255		—
Permanent mortgage (a)	5,311		7,899		—		4,418		—
Total	$	20,651	$	34,553	$	—	$	19,841	$	—
Impaired loans with related allowance recorded:
Commercial:
General C&I	$	34,334	$	34,470	$	3,294	$	30,836	$	902
TRUPS	3,209		3,700		925		3,274		—
Income CRE	1,831		2,209		62		3,757		70
Residential CRE	1,293		1,761		132		1,360		22
Total	$	40,667	$	42,140	$	4,413	$	39,227	$	994
Consumer:
HELOC	$	84,711	$	87,126	$	15,927	$	87,659	$	2,092
R/E installment loans	53,409		54,559		12,875		57,906		1,370
Permanent mortgage	88,615		100,983		12,470		91,838		2,310
Credit card & other	306		306		133		345		13
Total	$	227,041	$	242,974	$	41,405	$	237,748	$	5,785
Total commercial	$	51,086	$	58,776	$	4,413	$	52,779	$	994
Total consumer	$	247,692	$	277,527	$	41,405	$	257,589	$	5,785
Total impaired loans	$	298,778	$	336,303	$	45,818	$	310,368	$	6,779

(a) All discharged bankruptcy loans are charged down to an estimate of net realizable value and do not carry any allowance.

Balances Of Commercial Loan Portfolio Classes, Disaggregated By PD Grade

he following tables provide the balances of commercial loan portfolio classes with associated allowance, disaggregated by PD grade as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	General C&I		Loans to Mortgage Companies		TRUPS (a)		Income CRE		Residential CRE		Total		Percentage of Total		Allowance for Loan Losses
PD Grade:
1	$	526,825	$	—	$	—	$	2,691	$	—	$	529,516	3	%	$	70
2	862,217		—		—		1,935		67		864,219		4		339
3	560,529		652,982		—		226,126		39		1,439,676		7		272
4	931,667		629,432		—		333,364		—		1,894,463		9		854
5	1,430,153		328,477		—		447,534		2,383		2,208,547		11		7,355
6	1,633,060		335,169		—		491,604		3,062		2,462,895		12		10,495
7	2,227,774		47,720		—		584,973		9,324		2,869,791		14		13,490
8	1,073,178		35,266		—		260,425		6,216		1,375,085		7		21,831
9	2,837,501		70,915		—		1,514,609		22,843		4,445,868		22		9,804
10	366,971		—		—		46,606		4,421		417,998		2		8,808
11	222,405		—		—		34,213		2,827		259,445		1		6,784
12	415,499		—		—		158,128		3,616		577,243		3		5,882
13	193,429		—		303,848		16,907		53		514,237		3		7,265
14,15,16	224,093		—		—		7,142		800		232,035		1		24,400
Collectively evaluated for impairment	13,505,301		2,099,961		303,848		4,126,257		55,651		20,091,018		99		117,649
Individually evaluated for impairment	39,957		—		3,067		1,612		795		45,431		—		6,176
Purchased credit-impaired loans	105,139		—		—		28,494		1,886		135,519		1		2,813
Total commercial loans	$	13,650,397	$	2,099,961	$	306,915	$	4,156,363	$	58,332	$	20,271,968	100	%	$	126,638

	December 31, 2016
(Dollars in thousands)	General C&I		Loans to Mortgage Companies		TRUPS (a)		Income CRE		Residential CRE		Total		Percentage of Total		Allowance for Loan Losses
PD Grade:
1	$	465,179	$	—	$	—	$	1,078	$	—	$	466,257	3	%	$	77
2	791,183		—		—		11,742		87		803,012		6		403
3	491,386		462,486		—		153,670		—		1,107,542		8		304
4	978,282		332,107		—		222,422		—		1,532,811		11		953
5	1,232,401		275,209		—		365,653		702		1,873,965		13		6,670
6	1,540,519		614,109		—		338,344		9,338		2,502,310		17		10,403
7	1,556,117		317,283		—		352,390		2,579		2,228,369		16		14,010
8	963,359		30,974		—		425,503		2,950		1,422,786		10		25,986
9	611,774		4,299		—		105,277		4,417		725,767		5		13,857
10	355,359		8,663		—		50,484		9,110		423,616		3		8,400
11	238,230		—		—		20,600		6,541		265,371		2		6,556
12	170,531		—		—		15,395		4,168		190,094		1		6,377
13	121,276		—		304,236		6,748		311		432,571		3		4,225
14,15,16	194,572		59		—		16,313		1,659		212,603		1		20,297
Collectively evaluated for impairment	9,710,168		2,045,189		304,236		2,085,619		41,862		14,187,074		99		118,518
Individually evaluated for impairment	44,753		—		3,209		1,831		1,293		51,086		1		4,413
Purchased credit-impaired loans	40,532		—		—		4,583		335		45,450		—		319
Total commercial loans	$	9,795,453	$	2,045,189	$	307,445	$	2,092,033	$	43,490	$	14,283,610	100	%	$	123,250

(a) Balances as of December 31, 2017 and 2016, presented net of a $25.5 million valuation allowance. Based on the underlying structure of the notes, the best possible internal grade is “13”.

(b) The increase in loans year over year is not comparable to the change in allowance year over year as CBF loans are recorded at fair value.

Loans by FICO Score, Consumer

The following table reflects the percentage of balances outstanding by average, refreshed FICO scores for the HELOC, real estate installment, and permanent mortgage classes of loans as of December 31, 2017 and 2016:

	December 31, 2017						December 31, 2016
	HELOC		R/E Installment Loans		Permanent Mortgage		HELOC		R/E Installment Loans		Permanent Mortgage
FICO score 740 or greater	60.0	%	73.1	%	46.4	%	56.9	%	70.3	%	45.0	%
FICO score 720-739	8.7		8.0		12.8		8.8		8.3		9.5
FICO score 700-719	8.3		6.4		9.2		8.6		6.8		9.2
FICO score 660-699	11.1		7.2		14.8		13.2		8.4		17.1
FICO score 620-659	4.9		2.8		7.3		5.6		3.5		9.1
FICO score less than 620 (a)	7.0		2.5		9.5		6.9		2.7		10.1
Total	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%	100.0	%

(a) For this group, a majority of the loan balances had FICO scores at the time of the origination that exceeded 620 but have since deteriorated as the loans have seasoned.

Accruing And Non-Accruing Loans By Class

The following table reflects accruing and non-accruing loans by class on December 31, 2017:

	Accruing								Non-Accruing
(Dollars in thousands)	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
Commercial (C&I):
General C&I	$	13,508,635	$	8,442	$	95	$	13,517,172	$	1,761	$	7,019	$	19,306	$	28,086	$	13,545,258
Loans to mortgage companies	2,099,961		—		—		2,099,961		—		—		—		—		2,099,961
TRUPS (a)	303,848		—		—		303,848		—		—		3,067		3,067		306,915
Purchased credit-impaired loans	82,515		3,065		19,559		105,139		—		—		—		—		105,139
Total commercial (C&I)	15,994,959		11,507		19,654		16,026,120		1,761		7,019		22,373		31,153		16,057,273
Commercial real estate:
Income CRE	4,126,411		856		—		4,127,267		56		—		546		602		4,127,869
Residential CRE	55,655		—		—		55,655		—		—		791		791		56,446
Purchased credit-impaired loans	26,501		1,828		2,051		30,380		—		—		—		—		30,380
Total commercial real estate	4,208,567		2,684		2,051		4,213,302		56		—		1,337		1,393		4,214,695
Consumer real estate:
HELOC	1,738,493		17,828		9,702		1,766,023		40,508		3,626		8,354		52,488		1,818,511
R/E installment loans	4,480,953		7,189		3,573		4,491,715		14,439		1,957		2,603		18,999		4,510,714
Purchased credit-impaired loans	35,356		2,016		1,158		38,530		—		—		—		—		38,530
Total consumer real estate	6,254,802		27,033		14,433		6,296,268		54,947		5,583		10,957		71,487		6,367,755
Permanent mortgage	365,527		3,930		3,460		372,917		13,245		1,052		12,093		26,390		399,307
Credit card & other:
Credit card	193,940		1,371		1,053		196,364		—		—		—		—		196,364
Other	415,070		2,666		103		417,839		31		—		165		196		418,035
Purchased credit-impaired loans	2,993		1,693		814		5,500		—		—		—		—		5,500
Total credit card & other	612,003		5,730		1,970		619,703		31		—		165		196		619,899
Total loans, net of unearned income	$	27,435,858	$	50,884	$	41,568	$	27,528,310	$	70,040	$	13,654	$	46,925	$	130,619	$	27,658,929

(a) TRUPS is presented net of the valuation allowance of $25.5 million.

The following table reflects accruing and non-accruing loans by class on December 31, 2016:

	Accruing								Non-Accruing
(Dollars in thousands)	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
Commercial (C&I):
General C&I	$	9,720,231	$	5,199	$	23	$	9,725,453	$	16,106	$	374	$	12,988	$	29,468	$	9,754,921
Loans to mortgage companies	2,041,408		3,722		—		2,045,130		—		—		59		59		2,045,189
TRUPS (a)	304,236		—		—		304,236		—		—		3,209		3,209		307,445
Purchased credit-impaired loans	40,113		185		234		40,532		—		—		—		—		40,532
Total commercial (C&I)	12,105,988		9,106		257		12,115,351		16,106		374		16,256		32,736		12,148,087
Commercial real estate:
Income CRE	2,085,455		14		—		2,085,469		232		460		1,289		1,981		2,087,450
Residential CRE	42,182		178		—		42,360		—		—		795		795		43,155
Purchased credit-impaired loans	4,809		109		—		4,918		—		—		—		—		4,918
Total commercial real estate	2,132,446		301		—		2,132,747		232		460		2,084		2,776		2,135,523
Consumer real estate:
HELOC	1,602,640		17,997		10,859		1,631,496		46,964		4,201		8,922		60,087		1,691,583
R/E installment loans	2,794,866		7,844		5,158		2,807,868		17,989		2,383		2,353		22,725		2,830,593
Purchased credit-impaired loans	1,319		164		93		1,576		—		—		—		—		1,576
Total consumer real estate	4,398,825		26,005		16,110		4,440,940		64,953		6,584		11,275		82,812		4,523,752
Permanent mortgage	385,972		4,544		5,428		395,944		11,867		2,194		13,120		27,181		423,125
Credit card & other:
Credit card	188,573		1,622		1,456		191,651		—		—		—		—		191,651
Other	166,062		992		134		167,188		—		—		142		142		167,330
Purchased credit-impaired loans	52		—		—		52		—		—		—		—		52
Total credit card & other	354,687		2,614		1,590		358,891		—		—		142		142		359,033
Total loans, net of unearned income	$	19,377,918	$	42,570	$	23,385	$	19,443,873	$	93,158	$	9,612	$	42,877	$	145,647	$	19,589,520

(a) TRUPS is presented net of the valuation allowance of $25.5 million.

Schedule Of Troubled Debt Restructurings Occurring During The Year

The following tables reflect portfolio loans that were classified as TDRs during the year ended December 31, 2017 and 2016:

	2017					2016
(Dollars in thousands)	Number	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment		Number	Pre-Modification Outstanding Recorded Investment		Post-Modification Outstanding Recorded Investment
Commercial (C&I):
General C&I	5	$	1,095	$	1,086	8	$	23,876	$	22,026
Total commercial (C&I)	5	1,095		1,086		8	23,876		22,026
Commercial real estate:
Income CRE	1	199		198		1	100		99
Total commercial real estate	1	199		198		1	100		99
Consumer real estate:
HELOC	143	12,739		12,422		236	21,173		20,937
R/E installment loans	53	4,092		4,027		51	4,918		5,193
Total consumer real estate	196	16,831		16,449		287	26,091		26,130
Permanent mortgage	34	5,078		5,045		13	4,811		4,802
Credit card & other	91	572		550		23	116		110
Total troubled debt restructurings	327	$	23,775	$	23,328	332	$	54,994	$	53,167

Schedule Of Troubled Debt Restructurings Within The Previous 12 Months

The following tables present TDRs which re-defaulted during 2017 and 2016, and as to which the modification occurred 12 months or less prior to the re-default. For purposes of this disclosure, FHN generally defines payment default as 30 or more days past due.

	2017			2016
(Dollars in thousands)	Number	Recorded Investment		Number	Recorded Investment
Commercial (C&I):
General C&I	5	$	11,498	1	$	77
Total commercial (C&I)	5	11,498		1	77
Commercial real estate:
Income CRE	1	88		—	—
Total commercial real estate	1	88		—	—
Consumer real estate:
HELOC	5	776		3	154
R/E installment loans	—	—		3	1,560
Total consumer real estate	5	776		6	1,714
Permanent mortgage	3	715		—	—
Credit card & other	10	77		—	—
Total troubled debt restructurings	24	$	13,154	7	$	1,791

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Allowance for Loan Losses (Tables)

12 Months Ended

Dec. 31, 2017

Accounts, Notes, Loans and Financing Receivable, Gross, Allowance, and Net [Abstract]

Rollforward Of The Allowance For Loan Losses By Portfolio Segment

The following table provides a rollforward of the allowance for loan losses by portfolio segment for December 31, 2017, 2016 and 2015:

(Dollars in thousands)	C&I			Commercial Real Estate			Consumer Real Estate			Permanent Mortgage			Credit Card and Other			Total
Balance as of January 1, 2017	$	89,398		$	33,852		$	50,357		$	16,289		$	12,172		$	202,068
Charge-offs	(17,657		)	(195		)	(13,156		)	(2,179		)	(13,207		)	(46,394		)
Recoveries	4,568			966			22,723			2,509			3,115			33,881
Provision/(provision credit) for loan losses	21,902			(6,196		)	(22,553		)	(1,054		)	7,901			—
Balance as of December 31, 2017	98,211			28,427			37,371			15,565			9,981			189,555
Allowance - individually evaluated for impairment	6,044			132			23,175			12,105			311			41,767
Allowance - collectively evaluated for impairment	89,358			28,291			13,841			3,460			9,670			144,620
Allowance - purchased credit-impaired loans	2,809			4			355			—			—			3,168
Loans, net of unearned as of December 31, 2017:
Individually evaluated for impairment	43,024			2,407			128,895			84,794			593			259,713
Collectively evaluated for impairment	15,909,110			4,181,908			6,200,330			314,513			613,806			27,219,667
Purchased credit-impaired loans	105,139			30,380			38,530			—			5,500			179,549
Total loans, net of unearned income	$	16,057,273		$	4,214,695		$	6,367,755		$	399,307		$	619,899		$	27,658,929
Balance as of January 1, 2016	$	73,637		$	25,159		$	80,614		$	18,947		$	11,885		$	210,242
Charge-offs	(18,460		)	(1,371		)	(21,993		)	(1,591		)	(14,224		)	(57,639		)
Recoveries	6,795			1,927			23,719			2,403			3,621			38,465
Provision/(provision credit) for loan losses	27,426			8,137			(31,983		)	(3,470		)	10,890			11,000
Balance as of December 31, 2016	89,398			33,852			50,357			16,289			12,172			202,068
Allowance - individually evaluated for impairment	4,219			194			28,802			12,470			133			45,818
Allowance - collectively evaluated for impairment	85,015			33,503			21,151			3,819			12,039			155,527
Allowance - purchased credit-impaired loans	164			155			404			—			—			723
Loans, net of unearned as of December 31, 2016:
Individually evaluated for impairment	47,962			3,124			153,460			93,926			306			298,778
Collectively evaluated for impairment	12,059,593			2,127,481			4,368,716			329,199			358,675			19,243,664
Purchased credit-impaired loans	40,532			4,918			1,576			—			52			47,078
Total loans, net of unearned income	$	12,148,087		$	2,135,523		$	4,523,752		$	423,125		$	359,033		$	19,589,520
Balance as of January 1, 2015	$	67,011		$	18,574		$	113,011		$	19,122		$	14,730		$	232,448
Charge-offs	(22,406		)	(3,550		)	(30,068		)	(3,141		)	(16,691		)	(75,856		)
Recoveries	13,339			1,876			23,895			1,687			3,853			44,650
Provision/(provision credit) for loan losses	15,693			8,259			(26,224		)	1,279			9,993			9,000
Balance as of December 31, 2015	73,637			25,159			80,614			18,947			11,885			210,242
Allowance - individually evaluated for impairment	3,643			481			31,278			15,463			167			51,032
Allowance - collectively evaluated for impairment	69,980			23,519			48,828			3,484			11,717			157,528
Allowance - purchased credit-impaired loans	14			1,159			508			—			1			1,682
Loans, net of unearned as of December 31, 2015:
Individually evaluated for impairment	30,472			9,055			165,684			102,461			377			308,049
Collectively evaluated for impairment	10,389,841			1,644,792			4,596,654			351,662			354,106			17,337,055
Purchased credit-impaired loans	16,077			21,088			4,180			—			53			41,398
Total loans, net of unearned income	$	10,436,390		$	1,674,935		$	4,766,518		$	454,123		$	354,536		$	17,686,502

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Premises, Equipment, and Leases (Tables)

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment [Abstract]

Summary of Premises and Equipment

Premises and equipment on December 31 are summarized below:

(Dollars in thousands)	2017		2016
Land	$	104,454	$	59,343
Buildings	472,619		340,593
Leasehold improvements	26,640		26,956
Furniture, fixtures, and equipment	194,057		180,157
Fixed assets held-for-sale (a)	53,195		5,832
Premises and equipment, at cost	850,965		612,881
Less accumulated depreciation and amortization	318,714		323,496
Premises and equipment, net	$	532,251	$	289,385

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

(a) Primarily comprised of land and buildings.

Minimum Future Lease Payments for Noncancelable Operating Leases on Premises and Equipment

Minimum future lease payments for noncancelable operating leases, primarily on premises, on December 31, 2017 are shown below. Aggregate minimum income under sublease agreements for these periods is not material.

(Dollars in thousands)
2018	$	29,862
2019	27,602
2020	25,242
2021	21,987
2022	17,028
2023 and after	59,069
Total minimum lease payments	$	180,790

Rent Expense Incurred Under All Operating Lease Obligations

Rent expense incurred under all operating lease obligations for the years ended December 31 is as follows:

(Dollars in thousands)	2017			2016			2015
Rent expense, gross	$	23,116		$	20,812		$	18,166
Sublease income	(631		)	(477		)	(5		)
Rent expense, net	$	22,485		$	20,335		$	18,161

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Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Summary Of Intangible Assets and Accumulated Amortization Included In The Consolidated Statements of Condition

The following is a summary of other intangible assets included in the Consolidated Statements of Condition:

	December 31, 2017							December 31, 2016
(Dollars in thousands)	Gross Carrying Amount		Accumulated Amortization			Net Carrying Value		Gross Carrying Amount		Accumulated Amortization			Net Carrying Value
Core deposit intangibles (a)	$	160,650	$	(8,176	)	$	152,474	$	16,850	$	(4,721	)	$	12,129
Customer relationships (a)	77,865		(50,777		)	27,088		54,865		(46,302		)	8,563
Other (a) (b)	5,622		(795		)	4,827		555		(230		)	325
Total	$	244,137	$	(59,748	)	$	184,389	$	72,270	$	(51,253	)	$	21,017

(a) 2017 increase primarily associated with the CBF and/or Coastal acquisitions.

(b) Balance primarily includes noncompete covenants, as well as $.3 million related to state banking licenses not subject to amortization.

Schedule of Estimated Aggregate Amortization Expense for Intangible Assets

As of December 31, 2017 the estimated aggregated amortization expense is expected to be:

(Dollars in thousands)
Year	Amortization
2018	$	26,174
2019	25,108
2020	21,422
2021	19,787
2022	17,631

Summary Of Gross Goodwill And Accumulated Impairment Losses And Write-Offs Detailed By Reportable Segments

The following is a summary of goodwill by reportable segment included in the Consolidated Statements of Condition as of December 31, 2017 ,2016 and 2015.

(Dollars in thousands)	Regional Banking		Fixed Income		Total
December 31, 2014	$	47,928	$	98,004	$	145,932
Additions	45,375		—		45,375
December 31, 2015	$	93,303	$	98,004	$	191,307
Additions	64		—		64
December 31, 2016	$	93,367	$	98,004	$	191,371
Additions (a)	1,150,518		44,964		1,195,482
December 31, 2017	$	1,243,885	$	142,968	$	1,386,853

(a) See Note 2 - Acquisitions and Divestitures for further details regarding goodwill related to acquisitions.

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Time Deposit Maturities (Tables)

12 Months Ended

Dec. 31, 2017

Maturities of Time Deposits [Abstract]

Schedule of Time Deposits Included in Interest-Bearing Deposits

(Dollars in thousands)
2018	$	2,001,083
2019	612,010
2020	155,788
2021	131,580
2022	406,963
2023 and after	15,497
Total	$	3,322,921

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Short-term borrowings (Tables)

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Schedule of Short-term Debt

The detail of short-term borrowings for the years 2017, 2016 and 2015 is presented in the following table:

(Dollars in thousands)	Federal Funds Purchased			Securities Sold Under Agreements to Repurchase			Trading Liabilities			Other Short-term Borrowings
2017
Average balance	$	447,137		$	578,666		$	685,891		$	554,502
Year-end balance	399,820			656,602			638,515			2,626,213
Maximum month-end outstanding	568,490			743,684			896,943			2,626,213
Average rate for the year	1.06		%	0.72		%	2.26		%	1.28		%
Average rate at year-end	1.48			0.64			2.22			1.44
2016
Average balance	$	589,223		$	425,452		$	771,039		$	198,440
Year-end balance	414,207			453,053			561,848			83,177
Maximum month-end outstanding	695,083			528,024			874,076			792,736
Average rate for the year	0.52		%	0.08		%	1.95		%	0.67		%
Average rate at year-end	0.73			0.08			2.46			0.96
2015
Average balance	$	705,054		$	370,097		$	733,189		$	164,951
Year-end balance	464,166			338,133			566,019			137,861
Maximum month-end outstanding	1,228,125			524,191			866,005			339,468
Average rate for the year	0.26		%	0.06		%	2.18		%	0.67		%
Average rate at year-end	0.50			0.09			2.41			0.82

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Term Borrowings (Tables)

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Schedule of Information Pertaining to Term Borrowings

The following table presents information pertaining to Term Borrowings reported on FHN’s Consolidated Statements of Condition on December 31:

(Dollars in thousands)	2017		2016
First Tennessee Bank National Association:
Senior capital notes (a)
Maturity date – December 1, 2019 – 2.95%	$	396,105	$	399,384
Other collateralized borrowings – Maturity date – December 22, 2037
1.89% on December 31, 2017 and 1.26% on December 31, 2016 (b)	65,356		64,812
Other collateralized borrowings - SBA loans (c)	7,416		—
Federal Home Loan Bank borrowings
Maturity date – August 2, 2018 – 0.00%	100		100
First Horizon National Corporation:
Senior capital notes (a)
Maturity date – December 15, 2020 – 3.50%	486,513		489,202
Junior subordinated debentures (d)
Maturity date - July 31, 2031 - 4.96%	4,124		—
Maturity date - July 31, 2031 - 4.96%	5,155		—
Maturity date - December 30, 2032 - 5.04%	5,155		—
Maturity date - June 26, 2033 - 4.77%	10,310		—
Maturity date - October 8, 2033 - 4.21%	10,310		—
Maturity date - February 8, 2034 - 4.23%	10,310		—
Maturity date - June 26, 2035 - 3.27%	2,708		—
Maturity date - December 15, 2035 - 2.96%	17,270		—
Maturity date - March 15, 2036 - 2.99%	8,667		—
Maturity date - March 15, 2036 - 3.13%	11,482		—
Maturity date - June 30, 2036 - 3.01%	25,646		—
Maturity date - July 7, 2036 - 2.91%	17,642		—
Maturity date - June 15, 2037 - 3.24%	49,875		—
Maturity date - September 6, 2037 - 2.94%	8,627		—
FT Real Estate Securities Company, Inc.:
Cumulative preferred stock (e)
Maturity date – March 31, 2031 – 9.50%	46,100		46,032
First Horizon ABS Trusts:
Other collateralized borrowings (f)
Maturity date – October 25, 2034
1.72% on December 31, 2017 and 0.93% on December 31, 2016	11,226		23,126
First Tennessee New Markets Corporation Investments:
Maturity date – October 25, 2018 – 4.97%	7,301		7,301
Maturity date – February 1, 2033 – 4.97%	8,000		8,000
Maturity date – August 08, 2036 – 2.38%	2,699		2,699
Total	$	1,218,097	$	1,040,656

(a) Changes in the fair value of debt attributable to interest rate risk are hedged. Refer to Note 22 – Derivatives.

(b) Secured by trust preferred loans.

(c) Collateralized borrowings associated with SBA loan sales that did not meet sales criteria. The loans have remaining terms of 5 to 25 years. These borrowings had a weighted average interest rate of 3.26 percent on December 31, 2017.

(d) Acquired in conjunction with the acquisition of CBF. A portion qualifies for Tier 2 capital under the risk-based capital guidelines.

(e) A portion qualifies for total capital under the risk-based capital guidelines.

(f) On December 31, 2017 and 2016, borrowings secured by $24.2 million and $35.9 million, respectively, of residential real estate loans.

Schedule of Annual Principal Repayment Requirements

Annual principal repayment requirements as of December 31, 2017 are as follows:

(Dollars in thousands)
2018	$	7,401
2019	400,000
2020	500,000
2021	—
2022	209
2023 and after	353,866

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Regulatory Capital (Tables)

12 Months Ended

Dec. 31, 2017

Brokers and Dealers [Abstract]

Summary Of Actual Capital Amounts And Ratios

The actual capital amounts and ratios of FHN and FTBNA are presented in the table below.

(Dollars in thousands)	First Horizon National Corporation				First Tennessee Bank National Association
	Amount		Ratio		Amount		Ratio
On December 31, 2017
Actual:
Total Capital	$	3,703,754	11.10	%	$	3,520,670	10.74	%
Tier 1 Capital	3,281,478		9.83		3,317,684		10.12
Common Equity Tier 1	2,962,155		8.88		3,041,420		9.28
Leverage	3,281,478		10.31		3,317,684		10.70
Minimum Requirement for Capital Adequacy Purposes:
Total Capital	2,669,910		8.00		2,622,924		8.00
Tier 1 Capital	2,002,433		6.00		1,967,193		6.00
Common Equity Tier 1	1,501,824		4.50		1,475,395		4.50
Leverage	1,272,990		4.00		1,240,647		4.00
Minimum Requirement to be Well Capitalized Under Prompt Corrective Action Provisions:
Total Capital					3,278,655		10.00
Tier 1 Capital					2,622,924		8.00
Common Equity Tier 1					2,131,126		6.50
Leverage					1,550,809		5.00
On December 31, 2016
Actual:
Total Capital	$	2,926,010	12.24	%	$	2,762,271	11.78	%
Tier 1 Capital	2,671,871		11.17		2,538,382		10.83
Common Equity Tier 1	2,377,987		9.94		2,298,080		9.80
Leverage	2,671,871		9.35		2,538,382		9.16
Minimum Requirement for Capital Adequacy Purposes:
Total Capital	1,913,133		8.00		1,875,780		8.00
Tier 1 Capital	1,434,849		6.00		1,406,835		6.00
Common Equity Tier 1	1,076,137		4.50		1,055,126		4.50
Leverage	1,143,250		4.00		1,108,406		4.00
Minimum Requirement to be Well Capitalized Under Prompt Corrective Action Provisions:
Total Capital					2,344,725		10.00
Tier 1 Capital					1,875,780		8.00
Common Equity Tier 1					1,524,071		6.50
Leverage					1,385,508		5.00

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Other Income And Other Expense (Tables)

12 Months Ended

Dec. 31, 2017

Other Nonoperating Income (Expense) [Abstract]

Other Income And Other Expense

Following is detail of All other income and commissions and All other expense as presented in the Consolidated Statements of Income:

(Dollars in thousands)	2017			2016		2015
All other income and commissions:
Other service charges	$	12,532		$	11,731	$	11,610
ATM interchange fees	12,425			11,965		11,917
Deferred compensation	6,322			3,025		(1,369		)
Electronic banking fees	5,082			5,477		5,840
Letter of credit fees	4,661			4,103		4,621
Mortgage banking	4,649			10,215		3,870
Insurance commissions	2,514			2,981		2,627
Gain/(loss) on extinguishment of debt (a)	(14,329		)	—		5,793
Other	11,029			14,734		15,821
Total	$	44,885		$	64,231	$	60,730
All other expense:
Litigation and regulatory matters	$	40,517		$	30,469	$	187,607
Travel and entertainment	11,462			10,275		9,590
Other insurance and taxes	9,686			10,891		12,941
Customer relations	5,750			6,255		5,382
Employee training and dues	5,551			5,691		5,390
Supplies	4,106			4,434		3,827
Tax credit investments	3,468			3,349		4,582
Miscellaneous loan costs	2,751			2,586		2,656
OREO	1,006			773		2,104
Other (b)	48,891			41,568		34,123
Total	$	133,188		$	116,291	$	268,202

(a) Loss on extinguishment of debt for 2017 relates to the repurchase of equity securities previously included in a financing transaction.

(b) 2017 includes $8.8 million of charitable contributions to the First Tennessee Foundation. An additional contribution of 65,000 Visa Class B shares with a cost basis of $0 was also made in 2017.

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Components of Other Comprehensive Income/(Loss) (Tables)

12 Months Ended

Dec. 31, 2017

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Accumulated Other Comprehensive Income/(Loss)

The following table provides the changes in accumulated other comprehensive income/(loss) by component, net of tax, for the years ended December 31, 2017, 2016, and 2015:

(Dollars in thousands)	Securities AFS			Cash Flow Hedges			Pension and Post-retirement Plans			Total
Balance as of December 31, 2014	$	18,581		$	—		$	(206,827	)	$	(188,246	)
Net unrealized gains/(losses)	(14,055		)	—			(11,117		)	(25,172		)
Amounts reclassified from AOCI	(1,132		)	—			358			(774		)
Other comprehensive income/(loss)	(15,187		)	—			(10,759		)	(25,946		)
Balance as of December 31, 2015	3,394			—			(217,586		)	(214,192		)
Net unrealized gains/(losses)	(19,709		)	130			(16,322		)	(35,901		)
Amounts reclassified from AOCI	(917		)	(1,395		)	4,751			2,439
Other comprehensive income/(loss)	(20,626		)	(1,265		)	(11,571		)	(33,462		)
Balance as of December 31, 2016	(17,232		)	(1,265		)	(229,157		)	(247,654		)
Net unrealized gains/(losses)	(4,467		)	(2,156		)	(13,377		)	(20,000		)
Amounts reclassified from AOCI	(298		)	(2,945		)	5,618			2,375
Other comprehensive income/(loss)	(4,765		)	(5,101		)	(7,759		)	(17,625		)
Balance as of December 31, 2017	(21,997		)	(6,366		)	(236,916		)	(265,279		)
Adjustment to reflect adoption of ASU 2018-02	(4,837		)	(1,398		)	(51,311		)	(57,546		)
Ending balance, as adjusted	$	(26,834	)	$	(7,764	)	$	(288,227	)	$	(322,825	)

Reclassification Out Of Accumulated Other Comprehensive Income

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

(Dollars in thousands)
Details about AOCI	2017			2016			2015			Affected line item in the statement where net income is presented
Securities AFS:
Realized (gains)/losses on securities AFS	$	(483	)	$	(1,485	)	$	(1,836	)	Debt securities gains/(losses), net
Tax expense/(benefit)	185			568			704			Provision/(benefit) for income taxes
	(298		)	(917		)	(1,132		)
Cash flow hedges:
Realized (gains)/losses on cash flow hedges	(4,771		)	(2,260		)	—			Interest and fees on loans
Tax expense/(benefit)	1,826			865			—			Provision/(benefit) for income taxes
	(2,945		)	(1,395		)	—
Pension and Postretirement Plans:
Amortization of prior service cost and net actuarial gain/(loss)	9,101			7,697			580			Employee compensation, incentives, and benefits
Tax expense/(benefit)	(3,483		)	(2,946		)	(222		)	Provision/(benefit) for income taxes
	5,618			4,751			358
Total reclassification from AOCI	$	2,375		$	2,439		$	(774	)

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Schedule Of Components Of Consolidated Statements Of Income And Equity

The aggregate amount of income taxes included in the Consolidated Statements of Income and the Consolidated Statements of Equity for the years ended December 31, were as follows:

(Dollars in thousands)	2017			2016			2015
Consolidated Statements of Income:
Income tax expense/(benefit)	$	131,892		$	106,810		$	10,941
Consolidated Statements of Equity:
Income tax expense/(benefit) related to:
Net unrealized gains/(losses) on pension and other postretirement plans	(832		)	(7,172		)	(6,689		)
Net unrealized gains/(losses) on securities available-for-sale	(2,955		)	(12,810		)	(9,445		)
Net unrealized gains/(losses) on cash flow hedges	(3,163		)	(780		)	—
Share based compensation	—			(1,613		)	(356		)
Total	$	124,942		$	84,435		$	(5,549	)

Schedule Of Components Of Income Tax Expense/(Benefit)

The components of income tax expense/(benefit) for the years ended December 31, were as follows:

(Dollars in thousands)	2017		2016		2015
Current:
Federal	$	10,012	$	25,234	$	(5,059	)
State	879		1,803		(8,258		)
Foreign	—		169		62
Deferred:
Federal	114,059		67,109		19,487
State	6,942		12,495		4,706
Foreign	—		—		3
Total	$	131,892	$	106,810	$	10,941

Schedule Of Computation Of Income Tax Expense Differed From The Amounts Computed By Applying Statutory Federal Income Tax Rate To Income/(Loss) From Continuing Operations Before Income Taxes

A reconciliation of expected income tax expense/(benefit) at the federal statutory rate of 35 percent to the total income tax expense follows:

(Dollars in thousands)	2017			2016			2015
Federal income tax rate	35%			35%			35%
Tax computed at statutory rate	$	108,105		$	120,862		$	37,889
Increase/(decrease) resulting from:
State income taxes	4,753			9,918			7
Bank-owned life insurance (“BOLI”)	(8,401		)	(5,661		)	(4,897		)
401(k) – employee stock ownership plan (“ESOP”)	(904		)	(824		)	(714		)
Tax-exempt interest	(7,890		)	(7,098		)	(6,507		)
Non-deductible expenses	7,558			1,079			887
LIHTC credits and benefits, net of amortization	(5,327		)	(6,165		)	(7,239		)
Other tax credits	(2,480		)	(3,886		)	(2,012		)
Change in valuation allowance – DTA	(40,473		)	(116		)	(3,875		)
Other changes in unrecognized tax benefits	46			616			(1,386		)
Effect of Tax Act	82,027			—			—
Other	(5,122		)	(1,915		)	(1,212		)
Total	$	131,892		$	106,810		$	10,941

Net DTA Balances Related To Income Tax Carryforwards

As of December 31, 2017, FHN had net deferred tax asset balances related to federal and state income tax carryforwards of $126.8 million and $19.8 million, respectively, which will expire at various dates as follows:

(Dollars in thousands)	Expiration Dates	Net Deferred Tax Asset Balance
General business credits-federal	2031-2037	$	64,835
Losses-federal	2027-2035	62,010
Net operating losses-states	2018-2022	1,092
Net operating losses-states	2023-2035	18,709

Schedule Of Deferred Tax Assets And Liabilities

Temporary differences which gave rise to deferred tax assets and deferred tax liabilities on December 31, 2017 and 2016 were as follows:

(Dollars in thousands)	2017			2016
Deferred tax assets:
Loss reserves	$	91,390		$	65,605
Employee benefits	50,404			83,074
Equity investments	28,547			—
Accrued expenses	16,052			16,767
Capital loss carryforwards	—			44,469
Credit carryforwards	64,835			80,048
Federal loss carryforwards	62,010			175
State loss carryforwards	19,801			19,438
Investment in debt securities (ASC 320) (a)	8,811			10,693
Other	11,512			17,340
Gross deferred tax assets	353,362			337,609
Valuation allowance	(147		)	(40,593		)
Deferred tax assets after valuation allowance	$	353,215		$	297,016
Deferred tax liabilities:
Depreciation and amortization	43,040			36,347
Equity investments	—			12,196
Other intangible assets	55,923			37,596
Prepaid expenses	9,255			11,150
Real estate investment trust income	22,576			—
Other	602			114
Gross deferred tax liabilities	131,396			97,403
Net deferred tax assets	$	221,819		$	199,613

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

(a) Tax effects of unrealized gains and losses are tracked on a security-by-security basis.

Schedule Of Rollforward Of Unrecognized Tax Benefits

The rollforward of unrecognized tax benefits is shown below:

(Dollars in thousands)
Balance at December 31, 2015	$	3,673
Increases related to prior year tax positions	951
Increases related to current year tax positions	27
Settlements	(407		)
Balance at December 31, 2016	$	4,244
Increases related to prior year tax positions	33
Increases related to current year tax positions	174
Lapse of statutes	(180		)
Balance at December 31, 2017	$	4,271

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Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2017

Earnings Per Share [Abstract]

Schedule Of Reconciliation Of Earnings/(Loss) Per Common And Diluted Share

The following table provides reconciliations of net income to net income available to common shareholders and the difference between average basic common shares outstanding and average diluted common shares outstanding:

(Dollars and shares in thousands, except per share data)	2017		2016		2015
Net income/(loss)	$	176,980	$	238,511	$	97,313
Net income attributable to noncontrolling interest	11,465		11,465		11,434
Net income/(loss) attributable to controlling interest	165,515		227,046		85,879
Preferred stock dividends	6,200		6,200		6,200
Net income/(loss) available to common shareholders	$	159,315	$	220,846	$	79,679
Weighted average common shares outstanding—basic	241,436		232,700		234,189
Effect of dilutive securities	3,017		2,592		2,077
Weighted average common shares outstanding—diluted	244,453		235,292		236,266
Net income/(loss) per share available to common shareholders	$	0.66	$	0.95	$	0.34
Diluted income/(loss) per share available to common shareholders	$	0.65	$	0.94	$	0.34

Schedule Of Anti-Dilutive Options and Awards

The following table presents 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:

(Shares in thousands)	2017		2016		2015
Stock options excluded from the calculation of diluted EPS	2,468		2,610		3,559
Weighted average exercise price of stock options excluded from the calculation of diluted EPS	$	25.62	$	26.29	$	24.40
Other equity awards excluded from the calculation of diluted EPS	176		37		98

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Pension, Savings, And Other Employee Benefits (Tables)

12 Months Ended

Dec. 31, 2017

Retirement Benefits [Abstract]

Schedule of Actuarial Assumptions Used

The actuarial assumptions used in the defined benefit pension plans and other employee benefit plans were as follows:

	Benefit Obligations			Net Periodic Benefit Cost
	2017	2016	2015	2017	2016	2015
Discount rate
Qualified pension	3.76%	4.39%	4.68%	4.37%	4.69%	4.30%
Nonqualified pension	3.59%	4.07%	4.33%	4.07%	4.34%	4.00%
Other nonqualified pension	3.19%	3.39%	3.57%	3.39%	3.57%	3.35%
Postretirement benefits	3.37% - 3.87%	3.67% - 4.57%	3.76% - 4.87%	3.68% - 4.57%	3.84% - 4.87%	3.45% - 4.45%
Expected long-term rate of return
Qualified pension/ postretirement benefits	4.20%	4.50%	6.00%	4.50%	6.00%	5.85%
Postretirement benefit (retirees post January 1, 1993)	5.95%	6.00%	6.15%	6.00%	6.15%	6.35%
Postretirement benefit (retirees prior to January 1, 1993)	2.15%	2.15%	2.10%	2.15%	2.10%	2.30%

Schedule of Plan's Benefit Obligations and Plan Assets

The following tables set forth the plans’ benefit obligations and plan assets for 2017 and 2016:

(Dollars in thousands)	Total Pension Benefits						Other Benefits
	2017			2016			2017			2016
Change in benefit obligation
Benefit obligation, beginning of year	$	804,542		$	816,529		$	35,403		$	33,166
Service cost	37			39			107			110
Interest cost	29,380			31,216			1,305			1,292
Actuarial (gain)/loss	63,876			12,733			3,733			2,110
Actual benefits paid (a)	(56,951		)	(55,975		)	(986		)	(1,275		)
Benefit obligation, end of year	$	840,884		$	804,542		$	39,562		$	35,403
Change in plan assets
Fair value of plan assets, beginning of year	$	778,872		$	638,169		$	16,717		$	16,128
Actual return on plan assets	84,534			27,448			2,458			991
Employer contributions	4,789			169,230			564			873
Actual benefits paid – settlement payments	—			—			(986		)	(1,275		)
Actual benefits paid – other payments	(56,951		)	(55,975		)	—			—
Fair value of plan assets, end of year	$	811,244		$	778,872		$	18,753		$	16,717
Funded status of the plans	$	(29,640	)	$	(25,670	)	$	(20,809	)	$	(18,686	)
Amounts recognized in the Statements of Condition
Other assets	$	11,238		$	18,104		$	15,254		$	13,050
Other liabilities	(40,878		)	(43,774		)	(36,063		)	(31,736		)
Net asset/(liability) at end of year	$	(29,640	)	$	(25,670	)	$	(20,809	)	$	(18,686	)

(a) 2017 and 2016 amounts are higher than historical trends due to the settlements of certain terminated, vested participants in the qualified pension plan that occurred during these years.

Schedule of Components of Net Periodic Benefit Cost

The components of net periodic benefit cost for the plan years 2017, 2016 and 2015 are as follows:

(Dollars in thousands)	Total Pension Benefits									Other Benefits
	2017			2016			2015			2017			2016			2015
Components of net periodic benefit cost
Service cost	$	37		$	39		$	40		$	107		$	110		$	146
Interest cost	29,380			31,216			36,424			1,305			1,292			1,413
Expected return on plan assets	(36,015		)	(39,123		)	(37,516		)	(947		)	(913		)	(956		)
Amortization of unrecognized:
Prior service cost/(credit)	52			196			333			95			170			(830		)
Actuarial (gain)/loss	9,521			8,141			10,103			(567		)	(810		)	(1,014		)
Net periodic benefit cost	2,975			469			9,384			(7		)	(151		)	(1,241		)
ASC 715 curtailment (income) (a)	—			—			—			—			—			(8,283		)
ASC 715 settlement expense	43			—			—			—			—			—
Total periodic benefit costs	$	3,018		$	469		$	9,384		$	(7	)	$	(151	)	$	(9,524	)

(a) In 2015, an announced revision to the retiree medical plan triggered curtailment accounting. In accordance with its practice, FHN performed a remeasurement of the plan in conjunction with the curtailment and realized a curtailment gain.

Schedule of Defined Benefit Plan Balances Reflected in AOCI on Pre-tax Basis

Balances reflected in accumulated other comprehensive income on a pre-tax basis for the years ended December 31, 2017 and 2016 consist of:

(Dollars in thousands)	Total Pension Benefits				Other Benefits
	2017		2016		2017			2016
Amounts recognized in accumulated other comprehensive income
Prior service cost/(credit)	$	—	$	52	$	—		$	95
Net actuarial (gain)/loss	385,517		379,724		(5,093		)	(8,076		)
Total	$	385,517	$	379,776	$	(5,093	)	$	(7,981	)

Schedule of Changes in Plan Assets and Benefit Obligation Recognized in Other Comprehensive Income on Pre-tax Basis

The pre-tax amounts recognized in other comprehensive income during 2017 and 2016 were as follows:

(Dollars in thousands)	Total Pension Benefits						Other Benefits
	2017			2016			2017			2016
Changes in plan assets and benefit obligation recognized in other comprehensive income
Net actuarial (gain)/loss arising during measurement period	$	15,357		$	24,408		$	2,222		$	2,032
Items amortized during the measurement period:
Prior service credit/(cost)	(52		)	(196		)	(95		)	(170		)
Net actuarial gain/(loss)	(9,521		)	(8,141		)	567			810
Total recognized in other comprehensive income	$	5,784		$	16,071		$	2,694		$	2,672

Schedule of Expected Benefit Payments

The following table provides detail on expected benefit payments, which reflect expected future service, as appropriate:

(Dollars in thousands)	Pension Benefits		Other Benefits
2018	$	36,117	$	2,543
2019	38,554		1,590
2020	40,784		1,647
2021	42,536		1,710
2022	43,381		1,775
2023-2027	234,305		9,963

Schedule of Fair Value of Pension Plan Assets

The fair value of FHN’s pension plan assets at December 31, 2017 and 2016, by asset category classified using the Fair Value measurement hierarchy is shown in the table below. See Note 24 – Fair Value of Assets and Liabilities for more details about Fair Value measurements.

(Dollars in thousands)	December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	21,152	$	—	$	—	$	21,152
Fixed income securities:
U.S. treasuries	—		27,173		—		27,173
Corporate, municipal and foreign bonds	—		762,919		—		762,919
Total	$	21,152	$	790,092	$	—	$	811,244

(Dollars in thousands)	December 31, 2016
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	23,815	$	—	$	—	$	23,815
Fixed income securities:
U.S. treasuries	—		30,576		—		30,576
Corporate, municipal and foreign bonds	—		505,374		—		505,374
Common and collective funds:
Fixed income	—		219,107		—		219,107
Total	$	23,815	$	755,057	$	—	$	778,872

Schedule of Fair Value of Retiree Medical Plan Assets

The fair value of FHN’s retiree medical plan assets at December 31, 2017 and 2016 by asset category are as follows:

(Dollars in thousands)	December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	364	$	—	$	—	$	364
Mutual funds:
Equity mutual funds	11,402		—		—		11,402
Fixed income mutual funds	6,987		—		—		6,987
Total	$	18,753	$	—	$	—	$	18,753

(Dollars in thousands)	December 31, 2016
	Level 1		Level 2		Level 3		Total
Cash equivalents and money market funds	$	626	$	—	$	—	$	626
Mutual funds:
Equity mutual funds	10,443		—		—		10,443
Fixed income mutual funds	5,648		—		—		5,648
Total	$	16,717	$	—	$	—	$	16,717

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Stock Options, Restricted Stock, and Dividend Reinvestment Plans (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Restricted and Performance Stock Activity

A summary of restricted and performance stock and unit activity during the year ended December 31, 2017, is presented below:

	Shares/ Units (a)		Weighted average grant date fair value (per share) (b)
Nonvested on January 1, 2017	4,004,402		11.28
Shares/units granted	1,238,754		18.83
Shares/units vested	(847,107	)	11.64
Shares/units cancelled	(424,833	)	10.51
Nonvested on December 31, 2017	3,971,216		12.92

(a) Includes only units that settle in shares and nonvested performance units are included at 100% payout level.

(b) The weighted average grant date fair value for shares/units granted in 2016 and 2015 was $12.90 and $13.90, respectively.

Schedule of Stock Options

The summary of stock option activity for the year ended December 31, 2017, is shown below:

	Options Outstanding		Weighted Average Exercise Price (per share)	Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value (thousands)
January 1, 2017	5,937,156		17.86
Options converted from CBF	1,059,685		11.54
Options granted	423,638		19.73
Options exercised	(475,995	)	13.66
Options expired/cancelled	(335,913	)	27.21
December 31, 2017	6,608,571		16.80	3.18	34,003
Options exercisable	5,016,496		17.65	2.56	24,646
Options expected to vest	1,592,075		14.11	5.13	9,358

Schedule of Valuation Assumptions, Stock Options

FHN used the Black-Scholes Option Pricing Model to estimate the fair value of stock options granted or converted in 2017, 2016, and 2015 with the following assumptions:

	2017	2016	2015
Expected dividend yield	1.82%	2.41%	1.68%
Expected weighted-average lives of options granted	6.09 years	6.19 years	6.18 years
Expected weighted-average volatility	26.90%	32.84%	32.26%
Expected volatility range	24.36 - 29.44%	30.73 – 34.95%	23.67 – 40.85%
Risk-free interest rate	2.07%	1.28%	1.68%

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Business Segment Information (Tables)

12 Months Ended

Dec. 31, 2017

Segment Reporting, Measurement Disclosures [Abstract]

Amounts of Consolidated Revenue, Expense, Tax and Assets

The following table reflects the amounts of consolidated revenue, expense, tax, and average assets, as well as, depreciation and amortization expense and expenditures for long lived assets for each segment for the years ended December 31:

(Dollars in thousands)	2017		2016		2015
Consolidated
Net interest income	$	842,314	$	729,084	$	653,720
Provision/(provision credit) for loan losses	—		11,000		9,000
Noninterest income	490,219		552,441		517,325
Noninterest expense	1,023,661		925,204		1,053,791
Income/(loss) before income taxes	308,872		345,321		108,254
Provision/(benefit) for income taxes	131,892		106,810		10,941
Net income/(loss)	$	176,980	$	238,511	$	97,313
Average assets	$	29,924,813	$	27,427,227	$	25,635,975
Depreciation and amortization	$	70,924	$	64,673	$	60,743
Expenditures for long-lived assets	287,642		62,554		43,514

(Dollars in thousands)	2017			2016			2015
Regional Banking
Net interest income	$	848,952		$	741,852		$	655,152
Provision/(provision credit) for loan losses	21,647			38,887			34,545
Noninterest income	258,609			249,003			251,586
Noninterest expense	629,773			615,821			562,799
Income/(loss) before income taxes	456,141			336,147			309,394
Provision/(benefit) for income taxes	162,985			120,100			110,349
Net income/(loss)	$	293,156		$	216,047		$	199,045
Average assets	$	19,621,764		$	17,143,464		$	14,932,207
Depreciation and amortization	$	43,255		$	39,177		$	37,997
Expenditures for long-lived assets	276,012			51,354			37,367
Fixed Income
Net interest income	$	18,010		$	10,765		$	15,517
Noninterest income	217,077			269,339			231,314
Noninterest expense	210,937			229,576			220,149
Income/(loss) before income taxes	24,150			50,528			26,682
Provision/(benefit) for income taxes	7,919			18,070			8,999
Net income/(loss)	$	16,231		$	32,458		$	17,683
Average assets	$	2,544,842		$	2,365,661		$	2,370,355
Depreciation and amortization	$	9,026		$	5,981		$	6,108
Expenditures for long-lived assets	2,106			2,099			1,706
Corporate
Net interest income/(expense)	$	(58,915	)	$	(65,902	)	$	(71,680	)
Noninterest income (a)	8,926			20,436			23,331
Noninterest expense	139,390			58,913			57,830
Income/(loss) before income taxes	(189,379		)	(104,379		)	(106,179		)
Provision/(benefit) for income taxes	(45,922		)	(55,777		)	(80,085		)
Net income/(loss)	$	(143,457	)	$	(48,602	)	$	(26,094	)
Average assets	$	6,278,281		$	6,030,313		$	6,001,168
Depreciation and amortization	$	18,249		$	19,078		$	16,054
Expenditures for long-lived assets	9,383			8,946			3,971
Non-Strategic
Net interest income	$	34,267		$	42,369		$	54,731
Provision/(provision credit) for loan losses	(21,647		)	(27,887		)	(25,545		)
Noninterest income	5,607			13,663			11,094
Noninterest expense	43,561			20,894			213,013
Income/(loss) before income taxes	17,960			63,025			(121,643		)
Provision/(benefit) for income taxes	6,910			24,417			(28,322		)
Net income/(loss)	$	11,050		$	38,608		$	(93,321	)
Average assets	$	1,479,926		$	1,887,789		$	2,332,245
Depreciation and amortization	$	394		$	437		$	584
Expenditures for long-lived assets	141			155			470

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

(a) 2017 includes a $14.3 million pre-tax loss from the repurchase of equity securities previously included in a financing transaction.

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Variable Interest Entities (Tables)

12 Months Ended

Dec. 31, 2017

Variable Interest Entities [Abstract]

Summary Of VIEs Consolidated By FHN

The following table summarizes VIEs consolidated by FHN as of December 31, 2017 and December 31, 2016:

	December 31, 2017				December 31, 2016
	On-Balance Sheet Consumer Loan Securitization		Rabbi Trusts Used for Deferred Compensation Plans		On-Balance Sheet Consumer Loan Securitization		Rabbi Trusts Used for Deferred Compensation Plans
(Dollars in thousands)	Carrying Value		Carrying Value		Carrying Value		Carrying Value
Assets:
Cash and due from banks	$	—	N/A		$	—	N/A
Loans, net of unearned income	24,175		N/A		35,873		N/A
Less: Allowance for loan losses	—		N/A		587		N/A
Total net loans	24,175		N/A		35,286		N/A
Other assets	47		$	80,479	283		$	74,160
Total assets	$	24,222	$	80,479	$	35,569	$	74,160
Liabilities:
Term borrowings	$	11,226	N/A		$	23,126	N/A
Other liabilities	2		$	61,733	3		$	54,746
Total liabilities	$	11,228	$	61,733	$	23,129	$	54,746

Summary of the Impact of Qualifying LIHTC Investments

The following table summarizes the impact to the Provision/(benefit) for income taxes on the Consolidated Statements of Income for the years ended December 31, 2017, 2016 and 2015 for LIHTC investments accounted for under the proportional amortization method.

(Dollars in thousands)	2017			2016			2015
Provision/(benefit) for income taxes:
Amortization of qualifying LIHTC investments (a)	$	14,037		$	14,223		$	13,496
Low income housing tax credits	(11,037		)	(10,100		)	(9,450		)
Other tax benefits related to qualifying LIHTC investments	(5,045		)	(9,779		)	(10,787		)

(a) 2017 reflects increased amortization due the effects of the Tax Act.

Summary Of VIEs Not Consolidated By FHN

The following table summarizes FHN’s nonconsolidated VIEs as of December 31, 2017:

(Dollars in thousands)	Maximum Loss Exposure		Liability Recognized		Classification
Type:
Low income housing partnerships	$	94,798	$	33,348	(a)
Other tax credit investments (b) (c)	20,394		—		Other assets
Small issuer trust preferred holdings (d)	332,455		—		Loans, net of unearned income
On-balance sheet trust preferred securitization	48,817		65,357		(e)
Proprietary residential mortgage securitizations	2,151		—		Trading securities
Holdings of agency mortgage-backed securities (d)	5,349,287		—		(f)
Commercial loan troubled debt restructurings (g)	19,411		—		Loans, net of unearned income
Sale-leaseback transaction	14,827		—		(h)
Proprietary trust preferred issuances (i)	—		212,378		Term borrowings

(a) Maximum loss exposure represents $61.5 million of current investments and $33.3 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 2020.

(b) A liability is not recognized as investments are written down over the life of the related tax credit.

(c) Maximum loss exposure represents current investment balance. Of the initial investment, $18.0 million was funded through loans from community development enterprises.

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

(e) Includes $112.5 million classified as Loans, net of unearned income, and $1.7 million classified as Trading securities which are offset by $65.4 million classified as Term borrowings.

(f) Includes $.5 billion classified as Trading securities and $4.8 billion classified as Securities available-for-sale.

(g) Maximum loss exposure represents $19.1 million of current receivables and $.3 million of contractual funding commitments on loans related to commercial borrowers involved in a troubled debt restructuring.

(h) Maximum loss exposure represents the current loan balance plus additional funding commitments less amounts received from the buyer-lessor.

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

The following table summarizes FHN’s nonconsolidated VIEs as of December 31, 2016:

(Dollars in thousands)	Maximum Loss Exposure		Liability Recognized		Classification
Type:
Low income housing partnerships	$	73,582	$	17,398	(a)
Other tax credit investments (b) (c)	21,898		—		Other assets
Small issuer trust preferred holdings (d)	332,985		—		Loans, net of unearned income
On-balance sheet trust preferred securitization	49,361		64,812		(e)
Proprietary residential mortgage securitizations	2,568		—		Trading securities
Holdings of agency mortgage-backed securities (d)	4,163,313		—		(f)
Commercial loan troubled debt restructurings (g)	42,696		—		Loans, net of unearned income
Sale-leaseback transaction	11,827		—		(h)

(a) Maximum loss exposure represents $56.2 million of current investments and $17.4 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 2017.

(b) A liability is not recognized as investments are written down over the life of the related tax credit.

(c) Maximum loss exposure represents current investment balance. Of the initial investment, $18.0 million was funded through loans from community development enterprises.

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

(e) Includes $112.5 million classified as Loans, net of unearned income, and $1.7 million classified as Trading securities which are offset by $64.8 million classified as Term borrowings.

(f) Includes $.4 billion classified as Trading securities and $3.8 billion classified as Securities available-for-sale.

(g) Maximum loss exposure represents $37.5 million of current receivables and $5.2 million of contractual funding commitments on loans related to commercial borrowers involved in a troubled debt restructuring.

(h) Maximum loss exposure represents the current loan balance plus additional funding commitments less amounts received from the buyer-lessor.

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Derivatives (Tables)

12 Months Ended

Dec. 31, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives Associated With Fixed Income Trading Activities

The following tables summarize FHN’s derivatives associated with fixed income trading activities as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts	$	2,026,753	$	22,097	$	18,323
Offsetting Upstream Interest Rate Contracts	2,026,753		17,931		20,720
Option Contracts Purchased	20,000		15		—
Forwards and Futures Purchased	6,257,140		4,354		5,526
Forwards and Futures Sold	6,292,012		5,806		4,010

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts	$	1,697,992	$	39,495	$	14,996
Offsetting Upstream Interest Rate Contracts	1,697,992		14,996		39,495
Option Contracts Purchased	17,500		63		—
Option Contracts Written	5,000		—		8
Forwards and Futures Purchased	2,916,750		6,257		26,659
Forwards and Futures Sold	3,085,396		27,330		6,615

Derivatives Associated With Interest Rate Risk Management Activities

The following tables summarize FHN’s derivatives associated with interest rate risk management activities as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts	$	1,608,912	$	11,644	$	19,780
Offsetting Upstream Interest Rate Contracts	1,608,912		18,473		11,019
Debt Hedging
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	371	N/A
Hedged Items:
Term Borrowings	N/A		N/A		$	900,000	(a)

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts	$	1,357,920	$	17,566	$	14,277
Offsetting Upstream Interest Rate Contracts	1,357,920		14,277		18,066
Debt Hedging
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	1,628	$	7,276
Hedged Items:
Term Borrowings	N/A		N/A		$	900,000	(a)

(a) Represents par value of term borrowings being hedged.

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 years ended December 31, 2017, 2016, and 2015:

	Year Ended December 31
	2017			2016			2015
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)			Gains/(Losses)
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer Interest Rate Contracts (a)	$	(10,703	)	$	(22,969	)	604
Offsetting Upstream Interest Rate Contracts (a)	10,699			22,969			(604		)
Debt Hedging
Hedging Instruments:
Interest Rate Swaps (a)	$	(7,766	)	$	(3,552	)	$	(23,194	)
Hedged Items:
Term Borrowings (a) (b)	7,582			3,429			23,414

(a) Gains/losses included in the All other expense section of the Consolidated Statements of Income.

(b) Represents gains and losses attributable to changes in fair value due to interest rate risk as designated in ASC 815-20 hedging relationships.

Derivative Associated With Cash Flow Hedges

The following tables summarize FHN’s derivative activities associated with cash flow hedges as of December 31, 2017 and 2016:

	December 31, 2017
(Dollars in thousands)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps	$	900,000	$	942	N/A
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A		$	900,000	N/A

	December 31, 2016
(Dollars in thousands)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps	$	250,000	N/A		$	2,045
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A		$	250,000	N/A

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 years ended December 31, 2017 and 2016:

	Year Ended December 31
	2017			2016
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)
Cash Flow Hedges
Hedging Instruments:
Interest Rate Swaps (a) (b)	$	(8,264	)	$	(2,045	)
Hedged Items:
Variability in Cash Flows Related to Debt Instruments (Primarily Loans)	N/A			N/A

(a) Amount represents the pre-tax gains/(losses) included within AOCI.

(b) Approximately $3.0 million of losses are expected to be reclassified into earnings in the next twelve months.

Schedule Of Derivative Activities Associated With Trust Preferred Loans

The following table summarizes FHN’s derivative activities associated with held-to-maturity trust preferred loans as of December 31, 2016:

	December 31, 2016
(Dollars in thousands)	Notional		Assets			Liabilities
Loan Portfolio Hedging
Hedging Instruments:
Interest Rate Swaps	$	6,500	N/A			$	208
Hedged Items:
Trust Preferred Loans (a)	N/A		$	6,500	(b)	N/A

(a) Assets included in the Loans, net of unearned income section of the Consolidated Statements of Condition.

(b) Represents principal balance being hedged.

Gains/(Losses) on Derivatives Associated with Trust Preferred Loans

The following table summarizes gains/(losses) on FHN’s derivatives associated with held-to-maturity trust preferred loans for the year ended December 31, 2016 and 2015:

	Year Ended December 31
	2016			2015
(Dollars in thousands)	Gains/(Losses)			Gains/(Losses)
Loan Portfolio Hedging
Hedging Instruments:
Interest Rate Swaps	$	280		$	256
Hedged Items:
Trust Preferred Loans (a)	$	(276	)	$	(253	)

(a) Represents gains and losses attributable to changes in fair value due to interest rate risk as designated in ASC 815-20 hedging relationships.

Derivative Assets And Collateral Received

The following table provides details of derivative assets and collateral received as presented on the Consolidated Statements of Condition as of December 31, 2017 and 2016:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized assets		Gross amounts offset in the Statements of Condition		Net amounts of assets presented in the Statements of Condition (a)		Derivative liabilities available for offset			Collateral Received			Net amount
Derivative assets:
December 31, 2017 (b)	$	71,458	$	—	$	71,458	$	(17,278	)	$	(33,370	)	$	20,810
December 31, 2016 (b)	87,962		—		87,962		(25,953		)	(52,888		)	9,121

(a) Included in Derivative assets on the Consolidated Statements of Condition. As of December 31, 2017 and 2016, $10.2 million and $33.7 million, respectively, of derivative assets (primarily fixed income forward contracts) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

(b) Amounts are comprised entirely of interest rate derivative contracts.

Derivative Liabilities and Collateral Pledged

The following table provides details of derivative liabilities and collateral pledged as presented on the Consolidated Statements of Condition as of December 31, 2017 and 2016:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized liabilities		Gross amounts offset in the Statements of Condition		Net amounts of liabilities presented in the Statements of Condition (a)		Derivative assets available for offset			Collateral pledged			Net amount
Derivative liabilities:
December 31, 2017 (b)	$	69,842	$	—	$	69,842	$	(17,278	)	$	(51,801	)	$	763
December 31, 2016 (b)	96,363		—		96,363		(25,953		)	(60,746		)	9,664

(a) Included in Derivative liabilities on the Consolidated Statements of Condition. As of December 31, 2017 and December 31, 2016, $15.2 million and $39.5 million, respectively, of derivative liabilities (primarily fixed income forward contracts) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

(b) Amounts are comprised entirely of interest rate derivative contracts.

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Master Netting And Similar Agreements (Tables)

12 Months Ended

Dec. 31, 2017

Offsetting [Abstract]

Securities Purchased Under Agreements To Resell And Collateral Pledged By Counterparties

The following table provides details of Securities purchased under agreements to resell as presented on the Consolidated Statements of Condition and collateral pledged by counterparties as of December 31:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized assets		Gross amounts offset in the Statements of Condition		Net amounts of assets presented in the Statements of Condition		Offsetting securities sold under agreements to repurchase			Securities collateral (not recognized on FHN’s Statements of Condition)			Net amount
Securities purchased under agreements to resell:
2017	$	725,609	$	—	$	725,609	$	(259	)	$	(720,036	)	$	5,314
2016	613,682		—		613,682		(1,628		)	(603,813		)	8,241

Securities Sold Under Agreements To Repurchase And Collateral Pledged By Company

The following table provides details of Securities sold under agreements to repurchase as presented on the Consolidated Statements of Condition and collateral pledged by FHN as of December 31:

							Gross amounts not offset in the Statements of Condition
(Dollars in thousands)	Gross amounts of recognized liabilities		Gross amounts offset in the Statements of Condition		Net amounts of liabilities presented in the Statements of Condition		Offsetting securities purchased under agreements to resell			Securities/ government guaranteed loans collateral			Net amount
Securities sold under agreements to repurchase:
2017	$	656,602	$	—	$	656,602	$	(259	)	$	(656,216	)	$	127
2016	453,053		—		453,053		(1,628		)	(451,414		)	11

Schedule of the Remaining Contractual Maturity by Collateral Type of Securities Sold Under Agreements To Repurchase

The following tables provide details, by collateral type, of the remaining contractual maturity of Securities sold under agreements to repurchase as of December 31:

	December 31, 2017
(Dollars in thousands)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
U.S. treasuries	$	13,830	$	—	$	13,830
Government agency issued MBS	424,821		5,365		430,186
Government agency issued CMO	54,037		3,666		57,703
Government guaranteed loans (SBA and USDA)	154,883		—		154,883
Total Securities sold under agreements to repurchase	$	647,571	$	9,031	$	656,602
	December 31, 2016
(Dollars in thousands)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
U.S. treasuries	$	14,864	$	—	$	14,864
Government agency issued MBS	421,771		—		421,771
Government agency issued CMO	—		16,418		16,418
Total Securities sold under agreements to repurchase	$	436,635	$	16,418	$	453,053

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Fair Value of Assets & Liabilities (Tables)

12 Months Ended

Dec. 31, 2017

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities Measured on Recurring Basis

The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2017:

	December 31, 2017
(Dollars in thousands)	Level 1		Level 2			Level 3		Total
Trading securities—fixed income:
U.S. treasuries	$	—	$	128,995		$	—	$	128,995
Government agency issued MBS	—		227,038			—		227,038
Government agency issued CMO	—		275,014			—		275,014
Other U.S. government agencies	—		54,699			—		54,699
States and municipalities	—		34,573			—		34,573
Corporates and other debt	—		693,877			—		693,877
Equity, mutual funds, and other	—		(2		)	—		(2		)
Total trading securities—fixed income	—		1,414,194			—		1,414,194
Trading securities—mortgage banking	—		—			2,151		2,151
Loans held-for-sale	—		1,955			18,926		20,881
Securities available-for-sale:
U.S. treasuries	—		99			—		99
Government agency issued MBS	—		2,577,376			—		2,577,376
Government agency issued CMO	—		2,269,858			—		2,269,858
Corporates and other debt	—		55,782			—		55,782
Interest-only strips	—		—			1,270		1,270
Equity, mutual funds, and other	27,017		—			—		27,017
Total securities available-for-sale	27,017		4,903,115			1,270		4,931,402
Other assets:
Deferred compensation assets	39,822		—			—		39,822
Derivatives, forwards and futures	10,161		—			—		10,161
Derivatives, interest rate contracts	—		71,473			—		71,473
Total other assets	49,983		71,473			—		121,456
Total assets	$	77,000	$	6,390,737		$	22,347	$	6,490,084
Trading liabilities—fixed income:
U.S. treasuries	$	—	$	506,679		$	—	$	506,679
Corporates and other debt	—		131,836			—		131,836
Total trading liabilities—fixed income	—		638,515			—		638,515
Other liabilities:
Derivatives, forwards and futures	9,535		—			—		9,535
Derivatives, interest rate contracts	—		69,842			—		69,842
Derivatives, other	—		39			5,645		5,684
Total other liabilities	9,535		69,881			5,645		85,061
Total liabilities	$	9,535	$	708,396		$	5,645	$	723,576

The following table presents the balance of assets and liabilities measured at fair value on a recurring basis as of December 31, 2016:

	December 31, 2016
(Dollars in thousands)	Level 1		Level 2		Level 3		Total
Trading securities—fixed income:
U.S. treasuries	$	—	$	146,988	$	—	$	146,988
Government agency issued MBS	—		256,611		—		256,611
Government agency issued CMO	—		150,058		—		150,058
Other U.S. government agencies	—		52,314		—		52,314
States and municipalities	—		60,351		—		60,351
Corporates and other debt	—		227,934		5		227,939
Equity, mutual funds, and other	—		242		—		242
Total trading securities—fixed income	—		894,498		5		894,503
Trading securities—mortgage banking	—		—		2,568		2,568
Loans held-for-sale	—		2,345		21,924		24,269
Securities available-for-sale:
U.S. treasuries	—		100		—		100
Government agency issued MBS	—		2,208,687		—		2,208,687
Government agency issued CMO	—		1,547,958		—		1,547,958
Equity, mutual funds, and other	25,249		—		—		25,249
Total securities available-for-sale	25,249		3,756,745		—		3,781,994
Other assets:
Mortgage servicing rights	—		—		985		985
Deferred compensation assets	32,840		—		—		32,840
Derivatives, forwards and futures	33,587		—		—		33,587
Derivatives, interest rate contracts	—		88,025		—		88,025
Derivatives, other	—		42		—		42
Total other assets	66,427		88,067		985		155,479
Total assets	$	91,676	$	4,741,655	$	25,482	$	4,858,813
Trading liabilities—fixed income:
U.S. treasuries	$	—	$	381,229	$	—	$	381,229
Other U.S. government agencies	—		844		—		844
Corporates and other debt	—		179,775		—		179,775
Total trading liabilities—fixed income	—		561,848		—		561,848
Other liabilities:
Derivatives, forwards and futures	33,274		—		—		33,274
Derivatives, interest rate contracts	—		96,371		—		96,371
Derivatives, other	—		7		6,245		6,252
Total other liabilities	33,274		96,378		6,245		135,897
Total liabilities	$	33,274	$	658,226	$	6,245	$	697,745

Summary of Changes in Level 3 Assets Measured At Fair Value

Changes in Recurring Level 3 Fair Value Measurements

The changes in Level 3 assets and liabilities measured at fair value for the years endedDecember 31, 2017, 2016 and 2015 on a recurring basis are summarized as follows:

	Year Ended December 31, 2017
(Dollars in thousands)	Trading securities				Interest-only strips- AFS				Loans held- for-sale				Net  derivative liabilities
Balance on January 1, 2017	$	2,573			$	—			$	21,924			$	(6,245	)
Total net gains/(losses) included in:
Net income	448				1,021				1,547				(596		)
Purchases	—				1,413				168				—
Sales	(5		)		(11,431		)		—				—
Settlements	(865		)		—				(4,346		)		1,196
Net transfers into/(out of) Level 3	—				10,267			(b)	(367		)	(d)	—
Balance on December 31, 2017	$	2,151			$	1,270			$	18,926			$	(5,645	)
Net unrealized gains/(losses) included in net income	$	303		(a)	$	(171	)	(c)	$	1,547		(a)	$	(596	)	(e)

	Year Ended December 31, 2016
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2016	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Total net gains/(losses) included in:
Net income	604				3,380				—			31			(2,634		)
Purchases	—				706				—			—			—
Sales	—				—				—			(205		)	—
Settlements	(2,408		)		(6,264		)		(1,500		)	(682		)	1,199
Net transfers into/(out of) Level 3	—				(3,316		)	(d)	—			—			—
Balance on December 31, 2016	$	2,573			$	21,924			$	—		$	985		$	(6,245	)
Net unrealized gains/(losses) included in net income	$	159		(a)	$	3,380		(a)	$	—		$	—		$	(2,634	)	(e)

	Year Ended December 31, 2015
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2015	$	5,642			$	27,910			$	3,307		$	2,517		$	(5,240	)
Total net gains/(losses) included in:
Net income	369				2,765				(47		)	—			(775		)
Purchases	—				3,116				—			—			—
Sales	—				—				(1,760		)	—			—
Settlements	(1,634		)		(4,462		)		—			(676		)	1,205
Net transfers into/(out of) Level 3	—				(1,911		)	(d)	—			—			—
Balance on December 31, 2015	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Net unrealized gains/(losses) included in net income	$	369		(a)	$	2,765		(a)	$	—		$	—		$	(775	)	(e)

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

(b) Transfers into interest-only strips - AFS 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) Transfers out of loans held-for-sale level 3 measured on a recurring basis generally reflect movements into OREO (level 3 nonrecurring).

(e) Included in Other expense.

Summary of Changes in Level 3 Net Derivative Asset (Liability) Measured at Fair Value

Changes in Recurring Level 3 Fair Value Measurements

The changes in Level 3 assets and liabilities measured at fair value for the years endedDecember 31, 2017, 2016 and 2015 on a recurring basis are summarized as follows:

	Year Ended December 31, 2017
(Dollars in thousands)	Trading securities				Interest-only strips- AFS				Loans held- for-sale				Net  derivative liabilities
Balance on January 1, 2017	$	2,573			$	—			$	21,924			$	(6,245	)
Total net gains/(losses) included in:
Net income	448				1,021				1,547				(596		)
Purchases	—				1,413				168				—
Sales	(5		)		(11,431		)		—				—
Settlements	(865		)		—				(4,346		)		1,196
Net transfers into/(out of) Level 3	—				10,267			(b)	(367		)	(d)	—
Balance on December 31, 2017	$	2,151			$	1,270			$	18,926			$	(5,645	)
Net unrealized gains/(losses) included in net income	$	303		(a)	$	(171	)	(c)	$	1,547		(a)	$	(596	)	(e)

	Year Ended December 31, 2016
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2016	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Total net gains/(losses) included in:
Net income	604				3,380				—			31			(2,634		)
Purchases	—				706				—			—			—
Sales	—				—				—			(205		)	—
Settlements	(2,408		)		(6,264		)		(1,500		)	(682		)	1,199
Net transfers into/(out of) Level 3	—				(3,316		)	(d)	—			—			—
Balance on December 31, 2016	$	2,573			$	21,924			$	—		$	985		$	(6,245	)
Net unrealized gains/(losses) included in net income	$	159		(a)	$	3,380		(a)	$	—		$	—		$	(2,634	)	(e)

	Year Ended December 31, 2015
(Dollars in thousands)	Trading securities				Loans  held-for-sale				Securities available- for-sale			Mortgage servicing rights, net			Net  derivative liabilities
Balance on January 1, 2015	$	5,642			$	27,910			$	3,307		$	2,517		$	(5,240	)
Total net gains/(losses) included in:
Net income	369				2,765				(47		)	—			(775		)
Purchases	—				3,116				—			—			—
Sales	—				—				(1,760		)	—			—
Settlements	(1,634		)		(4,462		)		—			(676		)	1,205
Net transfers into/(out of) Level 3	—				(1,911		)	(d)	—			—			—
Balance on December 31, 2015	$	4,377			$	27,418			$	1,500		$	1,841		$	(4,810	)
Net unrealized gains/(losses) included in net income	$	369		(a)	$	2,765		(a)	$	—		$	—		$	(775	)	(e)

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

(b) Transfers into interest-only strips - AFS 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) Transfers out of loans held-for-sale level 3 measured on a recurring basis generally reflect movements into OREO (level 3 nonrecurring).

(e) Included in Other expense.

Nonrecurring Fair Value Measurements

For assets measured at fair value on a nonrecurring basis which were still held on the balance sheet at December 31, 2017, 2016 and 2015, respectively, the following tables provide the level of valuation assumptions used to determine each adjustment the related carrying value, and the fair value adjustments recorded during the respective periods.

	Carrying value at December 31, 2017								Year Ended December 31, 2017
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—SBAs and USDA	$	—	$	465,504	$	1,473	$	466,977		$	(1,629	)
Loans held-for-sale—first mortgages	—		—		618		618			36
Loans, net of unearned income (a)	—		—		26,666		26,666			(1,687		)
OREO (b)	—		—		39,566		39,566			(996		)
Other assets (c)	—		—		26,521		26,521			(3,468		)
										$	(7,744	)

	Carrying value at December 31, 2016								Year Ended December 31, 2016
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—SBAs	$	—	$	4,286	$	—	$	4,286		$	(1	)
Loans held-for-sale—first mortgages	—		—		638		638			75
Loans, net of unearned income (a)	—		—		31,070		31,070			(2,055		)
OREO (b)	—		—		11,235		11,235			(2,041		)
Other assets (c)	—		—		29,609		29,609			(3,349		)
										$	(7,371	)

	Carrying value at December 31, 2015								Year Ended December 31, 2015
(Dollars in thousands)	Level 1		Level 2		Level 3		Total		Net gains/(losses)
Loans held-for-sale—first mortgages	$	—	$	—	$	729	$	729		$	57
Loans, net of unearned income (a)	—		—		27,026		27,026			4,087
OREO (b)	—		—		24,977		24,977			(2,868		)
Other assets (c)	—		—		24,577		24,577			(4,582		)
										$	(3,306	)

(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 loan losses. Gains in 2015 are due to recoveries of previously charged-off amounts.

(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 Unobservable Inputs Utilized In Determining The Fair Value Of Level 3 Recurring And Non-Recurring Measurements

The following tables provide information regarding the unobservable inputs utilized in determining the fair value of level 3 recurring and non-recurring measurements as of December 31, 2017 and 2016:  

(Dollars in thousands)
Level 3 Class	Fair Value at December 31, 2017		Valuation Techniques	Unobservable Input	Values Utilized
Available-for-sale- securities SBA-interest only strips	$	1,270	Discounted cash flow	Constant prepayment rate	10% - 11%
				Bond equivalent yield	17%
Loans held-for-sale - residential real estate	19,544		Discounted cash flow	Prepayment speeds - First mortgage	2% - 12%
				Prepayment speeds - HELOC	5% - 12%
				Foreclosure losses	50% - 70%
				Loss severity trends - First mortgage	5% - 30% of UPB
				Loss severity trends - HELOC	15% - 100% of UPB
Loans held-for-sale- unguaranteed interest in SBA loans	1,473		Discounted cash flow	Constant prepayment rate	8% - 12%
				Bond equivalent yield	9% - 10%
Derivative liabilities, other	5,645		Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.2 billion
				Probability of resolution scenarios	10% - 30%
				Time until resolution	18 - 48 months
Loans, net of unearned income (a)	26,666		Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 10% of appraisal
			Other collateral valuations	Borrowing base certificates adjustment	20% - 50% of gross value
				Financial Statements/Auction values adjustment	0% - 25% of reported value
OREO (b)	39,566		Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (c)	26,521		Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

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

(Dollars in thousands)
Level 3 Class	Fair Value at December 31, 2016		Valuation Techniques	Unobservable Input	Values Utilized
Loans held-for-sale - residential real estate	$	22,562	Discounted cash flow	Prepayment speeds - First mortgage	2% - 13%
				Prepayment speeds - HELOC	3% - 15%
				Foreclosure losses	50% - 70%
				Loss severity trends - First mortgage	5% - 50% of UPB
				Loss severity trends - HELOC	15% - 100% of UPB
Derivative liabilities, other	6,245		Discounted cash flow	Visa covered litigation resolution amount	$4.4 billion - $5.2 billion
				Probability of resolution scenarios	10% - 30%
				Time until resolution	24 - 54 months
Loans, net of unearned income (a)	31,070		Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 10% of appraisal
			Other collateral valuations	Borrowing base certificates adjustment	20% - 50% of gross value
				Financial Statements/Auction values adjustment	0% - 25% of reported value
OREO (b)	11,235		Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal
Other assets (c)	29,609		Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal

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

Summary Of Differences Between The Fair Value Carrying Amount Of Mortgages Held-For-Sale And Aggregate Unpaid Principal Amount

The following tables reflect 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.

	December 31, 2017
(Dollars in thousands)	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	$	20,881	$	29,755	$	(8,874	)
Nonaccrual loans	5,783		10,881		(5,098		)
Loans 90 days or more past due and still accruing	—		—		—
	December 31, 2016
(Dollars in thousands)	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	$	24,269	$	35,262	$	(10,993	)
Nonaccrual loans	6,775		12,910		(6,135		)
Loans 90 days or more past due and still accruing	211		331		(120		)

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:

	Year Ended December 31
(Dollars in thousands)	2017		2016		2015
Changes in fair value included in net income:
Mortgage banking noninterest income
Loans held-for-sale	$	1,547	$	3,380	$	2,765

Summary 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 Statements of Condition as of December 31, 2017:

	December 31, 2017
	Book Value		Fair Value
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
Commercial:
Commercial, financial and industrial	$	15,959,062	$	—	$	—	$	15,990,991	$	15,990,991
Commercial real estate	4,186,268		—		—		4,215,367		4,215,367
Consumer:
Consumer real estate	6,330,384		—		—		6,320,308		6,320,308
Permanent mortgage	383,742		—		—		388,396		388,396
Credit card & other	609,918		—		—		607,955		607,955
Total loans, net of unearned income and allowance for loan losses	27,469,374		—		—		27,523,017		27,523,017
Short-term financial assets:
Interest-bearing cash	1,185,600		1,185,600		—		—		1,185,600
Federal funds sold	87,364		—		87,364		—		87,364
Securities purchased under agreements to resell	725,609		—		725,609		—		725,609
Total short-term financial assets	1,998,573		1,185,600		812,973		—		1,998,573
Trading securities (a)	1,416,345		—		1,414,194		2,151		1,416,345
Loans held-for-sale:			—
Mortgage loans	88,173		—		6,902		81,271		88,173
USDA & SBA loans	466,977		—		467,227		1,510		468,737
Other consumer loans	144,227		—		9,965		134,262		144,227
Securities available-for-sale (a) (b)	5,170,255		27,017		4,903,115		240,123		5,170,255
Securities held-to-maturity	10,000		—		—		9,901		9,901
Derivative assets (a)	81,634		10,161		71,473		—		81,634
Other assets:
Tax credit investments	119,317		—		—		112,292		112,292
Deferred compensation assets	39,822		39,822		—		—		39,822
Total other assets	159,139		39,822		—		112,292		152,114
Nonearning assets:
Cash & due from banks	639,073		639,073		—		—		639,073
Fixed income receivables	68,693		—		68,693		—		68,693
Accrued interest receivable	97,239		—		97,239		—		97,239
Total nonearning assets	805,005		639,073		165,932		—		805,005
Total assets	$	37,809,702	$	1,901,673	$	7,851,781	$	28,104,527	$	37,857,981
Liabilities:
Deposits:
Defined maturity	$	3,322,921	$	—	$	3,293,650	$	—	$	3,293,650
Undefined maturity	27,297,441		—		27,297,431		—		27,297,431
Total deposits	30,620,362		—		30,591,081		—		30,591,081
Trading liabilities (a)	638,515		—		638,515		—		638,515
Short-term financial liabilities:
Federal funds purchased	399,820		—		399,820		—		399,820
Securities sold under agreements to repurchase	656,602		—		656,602		—		656,602
Other short-term borrowings	2,626,213		—		2,626,213		—		2,626,213
Total short-term financial liabilities	3,682,635		—		3,682,635		—		3,682,635
Term borrowings:
Real estate investment trust-preferred	46,100		—		—		48,880		48,880
Term borrowings—new market tax credit investment	18,000		—		—		17,930		17,930
Secured borrowings	18,642		—		—		18,305		18,305
Junior subordinated debentures	187,281		—		—		187,281		187,281
Other long term borrowings	948,074		—		966,292		—		966,292
Total term borrowings	1,218,097		—		966,292		272,396		1,238,688
Derivative liabilities (a)	85,061		9,535		69,881		5,645		85,061
Other noninterest-bearing liabilities:
Fixed income payables	48,996		—		48,996		—		48,996
Accrued interest payable	16,270		—		16,270		—		16,270
Total other noninterest-bearing liabilities	65,266		—		65,266		—		65,266
Total liabilities	$	36,309,936	$	9,535	$	36,013,670	$	278,041	$	36,301,246

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

(b) Level 3 includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $134.6 million.

The following table summarizes the book value and estimated fair value of financial instruments recorded in the Consolidated Statements of Condition as of December 31, 2016: 

	December 31, 2016
	Book Value		Fair Value
(Dollars in thousands)			Level 1		Level 2		Level 3		Total
Assets:
Loans, net of unearned income and allowance for loan losses
Commercial:
Commercial, financial and industrial	$	12,058,689	$	—	$	—	$	11,918,374	$	11,918,374
Commercial real estate	2,101,671		—		—		2,078,306		2,078,306
Consumer:
Consumer real estate	4,473,395		—		—		4,385,669		4,385,669
Permanent mortgage	406,836		—		—		404,930		404,930
Credit card & other	346,861		—		—		347,577		347,577
Total loans, net of unearned income and allowance for loan losses	19,387,452		—		—		19,134,856		19,134,856
Short-term financial assets:
Interest-bearing cash	1,060,034		1,060,034		—		—		1,060,034
Federal funds sold	50,838		—		50,838		—		50,838
Securities purchased under agreements to resell	613,682		—		613,682		—		613,682
Total short-term financial assets	1,724,554		1,060,034		664,520		—		1,724,554
Trading securities (a)	897,071		—		894,498		2,573		897,071
Loans held-for-sale (a)	111,248		—		6,631		104,617		111,248
Securities available-for-sale (a) (b)	3,943,499		25,249		3,756,745		161,505		3,943,499
Securities held-to-maturity	14,347		—		—		14,773		14,773
Derivative assets (a)	121,654		33,587		88,067		—		121,654
Other assets:
Tax credit investments	100,105		—		—		98,400		98,400
Deferred compensation assets	32,840		32,840		—		—		32,840
Total other assets	132,945		32,840		—		98,400		131,240
Nonearning assets:
Cash & due from banks	373,274		373,274		—		—		373,274
Fixed income receivables	57,411		—		57,411		—		57,411
Accrued interest receivable	62,887		—		62,887		—		62,887
Total nonearning assets	493,572		373,274		120,298		—		493,572
Total assets	$	26,826,342	$	1,524,984	$	5,530,759	$	19,516,724	$	26,572,467
Liabilities:
Deposits:
Defined maturity	$	1,355,133	$	—	$	1,361,104	$	—	$	1,361,104
Undefined maturity	21,317,230		—		21,317,230		—		21,317,230
Total deposits	22,672,363		—		22,678,334		—		22,678,334
Trading liabilities (a)	561,848		—		561,848		—		561,848
Short-term financial liabilities:
Federal funds purchased	414,207		—		414,207		—		414,207
Securities sold under agreements to repurchase	453,053		—		453,053		—		453,053
Other short-term borrowings	83,177		—		83,177		—		83,177
Total short-term financial liabilities	950,437		—		950,437		—		950,437
Term borrowings:
Real estate investment trust-preferred	46,032		—		—		49,350		49,350
Term borrowings—new market tax credit investment	18,000		—		—		17,918		17,918
Borrowings secured by residential real estate	23,126		—		—		21,969		21,969
Other long term borrowings	953,498		—		965,066		—		965,066
Total term borrowings	1,040,656		—		965,066		89,237		1,054,303
Derivative liabilities (a)	135,897		33,274		96,378		6,245		135,897
Other noninterest-bearing liabilities:
Fixed income payables	21,002		—		21,002		—		21,002
Accrued interest payable	10,336		—		10,336		—		10,336
Total other noninterest-bearing liabilities	31,338		—		31,338		—		31,338
Total liabilities	$	25,392,539	$	33,274	$	25,283,401	$	95,482	$	25,412,157

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

(b) Level 3 includes restricted investments in FHLB-Cincinnati stock of $87.9 million and FRB stock of $68.6 million.

	Contractual Amount				Fair Value
(Dollars in thousands)	December 31, 2017		December 31, 2016		December 31, 2017		December 31, 2016
Unfunded Commitments:
Loan commitments	$	10,678,485	$	8,744,649	$	2,617	$	2,924
Standby and other commitments	420,728		277,549		5,274		4,037

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Parent Company Financial Information (Tables)

12 Months Ended

Dec. 31, 2017

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Statements of Condition

Following are statements of the parent company:

Statements of Condition	December 31
(Dollars in thousands)	2017			2016
Assets:
Cash	$	254,938		$	226,326
Securities available-for-sale	1,836			2,035
Notes receivable	3,067			3,209
Allowance for loan losses	(925		)	(925		)
Investments in subsidiaries:
Bank	4,618,249			2,596,582
Non-bank	22,932			23,996
Other assets	207,878			189,360
Total assets	$	5,107,975		$	3,040,583
Liabilities and equity:
Accrued employee benefits and other liabilities	$	149,124		$	141,729
Term borrowings	673,794			489,201
Total liabilities	822,918			630,930
Total equity	4,285,057			2,409,653
Total liabilities and equity	$	5,107,975		$	3,040,583

Statements of Income

Statements of Income	Year Ended December 31
(Dollars in thousands)	2017			2016			2015
Dividend income:
Bank	$	250,000		$	250,000		$	325,000
Non-bank	1,097			1,361			1,150
Total dividend income	251,097			251,361			326,150
Interest income	—			—			—
Other income/(loss)	190			(207		)	5,884
Total income	251,287			251,154			332,034
Interest expense:
Short-term debt	—			—			6
Term borrowings	17,936			14,238			23,579
Total interest expense	17,936			14,238			23,585
Compensation, employee benefits and other expense	43,783			38,926			36,388
Total expense	61,719			53,164			59,973
Income/(loss) before income taxes	189,568			197,990			272,061
Income tax benefit	512			(22,981		)	(21,757		)
Income/(loss) before equity in undistributed net income of subsidiaries	189,056			220,971			293,818
Equity in undistributed net income/(loss) of subsidiaries:
Bank	(24,255		)	9,508			(207,831		)
Non-bank	714			(3,433		)	(108		)
Net income/(loss) attributable to the controlling interest	$	165,515		$	227,046		$	85,879

Statements of Cash Flows

Statements of Cash Flows	Year Ended December 31
(Dollars in thousands)		2017			2016			2015
Operating activities:
Net income/(loss)	$	165,515		$	227,046		$	85,879
Less undistributed net income/(loss) of subsidiaries		(23,541	)		6,075			(207,939	)
Income/(loss) before undistributed net income of subsidiaries		189,056			220,971			293,818
Adjustments to reconcile income to net cash provided by operating activities:
Depreciation, amortization, and other		15			53			(276	)
(Gain)/loss on securities		(109	)		148			259
Provision for deferred income taxes		7,727			—			—
Stock-based compensation expense		19,625			16,719			12,810
(Gain)/loss on extinguishment of debt		—			—			(5,793	)
Net (increase)/decrease in interest receivable and other assets		8,605			(2,228	)		(4,544	)
Net (decrease)/increase in interest payable and other liabilities		13,172			(2,842	)		(5,791	)
Total adjustments		49,035			11,850			(3,335	)
Net cash provided/(used) by operating activities		238,091			232,821			290,483
Investing activities:
Securities:
Sales and prepayments		318			275			1,371
Purchases		—			(400	)		(740	)
Premises and equipment:
Sales/(purchases)		7			(17	)		14
Decrease/(increase) in interest-bearing cash		—			—			—
Return on investment in subsidiary		1,871			129			93
Investment in subsidiary		—			—			(9,372	)
Cash paid for business combination, net		(126,149	)		—			(18,251	)
Net cash provided/(used) by investing activities		(123,953	)		(13	)		(26,885	)
Financing activities:
Preferred stock:
Cash dividends		(6,200	)		(6,200	)		(6,200	)
Common stock:
Exercise of stock options		6,132			22,479			7,219
Cash dividends		(79,904	)		(63,504	)		(53,947	)
Repurchase of shares		(5,554	)		(97,396	)		(32,648	)
Term borrowings:
Proceeds from issuance of term borrowings		—			—			495,555
Repayment of term borrowings		—			—			(700,000	)
Increase/(decrease) in short-term borrowings		—			—			(3,000	)
Net cash (used)/provided by financing activities		(85,526	)		(144,621	)		(293,021	)
Net increase/(decrease) in cash and cash equivalents		28,612			88,187			(29,423	)
Cash and cash equivalents at beginning of year		226,326			138,139			167,562
Cash and cash equivalents at end of year	$	254,938		$	226,326		$	138,139
Total interest paid	$	17,321		$	13,261		$	24,345
Income taxes received from subsidiaries		23,020			27,126			32,202

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

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Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016
Change in Accounting Estimate [Line Items]
Real Estate Acquired Through Foreclosure	[1]	$ 43,382	$ 16,237
Deposit Bases
Change in Accounting Estimate [Line Items]
Intangible assets, amortization period		10 years
Minimum | Furniture and Fixtures
Change in Accounting Estimate [Line Items]
Useful life of premises and equipment		3 years
Minimum | Building
Change in Accounting Estimate [Line Items]
Useful life of premises and equipment		7 years
Maximum | Furniture and Fixtures
Change in Accounting Estimate [Line Items]
Useful life of premises and equipment		15 years
Maximum | Building
Change in Accounting Estimate [Line Items]
Useful life of premises and equipment		45 years
Non-Accruing | Minimum
Change in Accounting Estimate [Line Items]
Impaired commercial loans		$ 1,000
Undivided Profits
Change in Accounting Estimate [Line Items]
Adjustment to reflect adoption of ASU 2018-02		57,546	$ (230)
Accumulated Other Comprehensive Income/(Loss)
Change in Accounting Estimate [Line Items]
Adjustment to reflect adoption of ASU 2018-02	[2]	(57,546)
Accounting Standards Update 2018-02 | Undivided Profits
Change in Accounting Estimate [Line Items]
Adjustment to reflect adoption of ASU 2018-02		57,500
Accounting Standards Update 2018-02 | Accumulated Other Comprehensive Income/(Loss)
Change in Accounting Estimate [Line Items]
Adjustment to reflect adoption of ASU 2018-02		(57,500)
Government Guaranteed Mortgage Loans upon Foreclosure Receivable
Change in Accounting Estimate [Line Items]
Real Estate Acquired Through Foreclosure		$ 3,800

[1] December 31, 2017 and 2016 include $6.3 million and $8.1 million, respectively, of foreclosed residential real estate.

[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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Acquisitions and Divestitures (Narrative) (Details) $ in Thousands				1 Months Ended	12 Months Ended
	Nov. 30, 2017 USD ($) branch shares	Apr. 03, 2017 USD ($)	Oct. 02, 2015 USD ($) branch shares	Oct. 31, 2017 professional	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Sep. 16, 2016 USD ($)	Dec. 31, 2014 USD ($)
Business Acquisition [Line Items]
Goodwill (Note 7)					$ 1,386,853	$ 191,371	$ 191,307		$ 145,932
Net interest income					842,314	729,084	653,720
Noninterest expense					1,023,661	925,204	$ 1,053,791
Total assets					41,423,388	28,555,231
Capital Bank Financial Corporation
Business Acquisition [Line Items]
Equity interest issued, number of shares | shares	92,043,171
Payments to acquire business	$ 423,592
Total consideration paid	$ 2,216,351
Number of bank branches operated | branch	178
Goodwill (Note 7)	$ 1,146,901
Goodwill expected to be tax deductible	$ 17,000
Acquired finite-lived intangible assets, weighted average useful life	10 years
Acquisition-related expenses	$ 1,000
Capital Bank Financial Corporation | Amortization Of Premiums And Accretion Of Discounts
Business Acquisition [Line Items]
Net interest income					(34,500)	(46,500)
Capital Bank Financial Corporation | Eliminate Amortization Of Premiums And Accretion Of Discounts
Business Acquisition [Line Items]
Net interest income					24,400	25,900
Capital Bank Financial Corporation | Amortization Of Acquired Intangibles
Business Acquisition [Line Items]
Noninterest expense					$ 15,800	$ 18,000
Coastal Securities, Inc
Business Acquisition [Line Items]
Payments to acquire business		$ 131,473
Goodwill (Note 7)		$ 44,964
GE Capital
Business Acquisition [Line Items]
Loans acquired								$ 537,400
Trust Atlantic Financial Corporation
Business Acquisition [Line Items]
Equity interest issued, number of shares | shares			5,093,657
Payments to acquire business			$ 23,888
Total consideration paid			$ 96,679
Number of bank branches operated | branch			5
Goodwill (Note 7)			$ 45,375
Professional Mortgage Company, Inc. (PMC)
Business Acquisition [Line Items]
Number of professionals | professional				11

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Acquisitions and Divestitures (Purchase Price Allocation) (Details) - USD ($) $ in Thousands		Nov. 30, 2017	Apr. 03, 2017	Oct. 02, 2015	Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015	Dec. 31, 2014
Assets:
Cash and due from banks					$ 639,073		$ 373,274
Interest-bearing cash					1,185,600		1,060,034
Trading Securities					1,416,345		897,071
Loans held-for-sale	[1]				699,377		111,248
Securities available-for-sale (Note 3)					5,170,255		3,943,499
Securities held-to-maturity (Note 3)					10,000		14,347
Loans, net of unearned income					27,658,929	[2]	19,589,520	[2]	$ 17,686,502
Allowance for loan losses					(189,555)		(202,068)		(210,242)	$ (232,448)
Goodwill (Note 7)					1,386,853		191,371		191,307	145,932
Other intangible assets, net					184,389		21,017
Premises and equipment, net					532,251		289,385
Other real estate owned (OREO)	[3]				43,382		16,237
Other assets					1,723,189		1,406,711
Total assets					41,423,388		28,555,231
Liabilities As Acquired:
Deposits					30,620,362		22,672,363
Securities sold under agreements to repurchase (Note 9 and Note 23)					656,602		453,053
Other short-term borrowings					2,626,213		83,177
Fixed income payables					48,996		21,002
Term borrowings (Note 10)					1,218,097		1,040,656
Other liabilities					549,234		467,944
Total liabilities					36,842,900		25,850,147
Consideration paid:
Goodwill					$ 1,386,853		$ 191,371		$ 191,307	$ 145,932
Capital Bank Financial Corporation
Assets:
Loans held-for-sale		$ 132,800
Goodwill (Note 7)		1,146,901
Assets As Recorded:
Cash and cash equivalents		205,999
Trading securities		0
Loans held-for-sale		134,003
Securities available-for-sale		1,193,393
Securities held-to-maturity		0
Loans		7,275,677
Allowance for loan losses		0
Other intangible assets		143,800
Premises and equipment		233,352
OREO		33,928
Deferred tax asset		137,700
Other assets		658,552
Total assets acquired		9,878,704
Liabilities As Recorded:
Deposits		8,140,744
Securities sold under agreements to repurchase		26,664
Other short-term borrowings		390,391
Term borrowings		187,169
Other liabilities		64,286
Total liabilities assumed		8,809,254
Net assets acquired		1,069,450
Consideration paid:
Equity		(1,792,759)
Cash		(423,592)
Total consideration paid		(2,216,351)
Goodwill		1,146,901
Capital Bank Financial Corporation | Fair Value Adjustments
Assets:
Cash and due from banks		0
Trading Securities		(4,758)
Loans held-for-sale		134,003
Securities available-for-sale (Note 3)		175,526
Securities held-to-maturity (Note 3)		(177,549)
Loans, net of unearned income		(320,372)
Allowance for loan losses		45,711
Goodwill (Note 7)		(231,292)
Other intangible assets, net		119,302
Premises and equipment, net		37,054
Other real estate owned (OREO)		(9,149)
Other assets		41,320
Total assets		(190,204)
Liabilities As Acquired:
Deposits		(849)
Securities sold under agreements to repurchase (Note 9 and Note 23)		0
Other short-term borrowings		0
Term borrowings (Note 10)		67,683
Other liabilities		4,291
Total liabilities		71,125
Net Assets		(261,329)
Consideration paid:
Goodwill		(231,292)
Coastal Securities, Inc
Assets:
Goodwill (Note 7)			$ 44,964
Assets As Recorded:
Cash and cash equivalents			7,502
Interest-bearing cash			4,132
Trading securities			139,082
Loans held-for-sale			236,088
Investment securities			1,413
Other intangible assets			27,300
Premises and equipment			1,229
Other assets			1,672
Total assets acquired			418,418
Liabilities As Recorded:
Securities sold under agreements to repurchase			201,595
Other short-term borrowings			33,509
Fixed income payables			96,489
Other liabilities			316
Total liabilities assumed			331,909
Net assets acquired			86,509
Consideration paid:
Cash			(131,473)
Goodwill			44,964
Coastal Securities, Inc | Fair Value Adjustments
Assets:
Cash and due from banks			0
Interest-bearing cash			0
Trading Securities			(284,580)
Loans held-for-sale			236,088
Investment securities			1,413
Other intangible assets, net			27,300
Premises and equipment, net			0
Other assets			14
Total assets			(19,765)
Liabilities As Acquired:
Securities sold under agreements to repurchase (Note 9 and Note 23)			0
Other short-term borrowings			0
Fixed income payables			(47,158)
Other liabilities			(642)
Total liabilities			(47,800)
Net Assets			28,035
Trust Atlantic Financial Corporation
Assets:
Goodwill (Note 7)				$ 45,375
Assets As Recorded:
Cash and cash equivalents				18,801
Securities available-for-sale				73,812
Loans				281,944
Allowance for loan losses				0
Other intangible assets				1,950
Premises and equipment				3,567
OREO				923
Deferred tax asset				7,202
Other assets				11,773
Total assets acquired				399,972
Liabilities As Recorded:
Deposits				344,088
Other liabilities				4,580
Total liabilities assumed				348,668
Net assets acquired				51,304
Consideration paid:
Equity				(72,791)
Cash				(23,888)
Total consideration paid				(96,679)
Goodwill				45,375
Trust Atlantic Financial Corporation | Fair Value Adjustments
Assets:
Cash and due from banks				0
Securities available-for-sale (Note 3)				(10)
Loans, net of unearned income				(16,106)
Allowance for loan losses				4,639
Goodwill (Note 7)				(3,721)
Other intangible assets, net				1,866
Premises and equipment, net				1,214
Other real estate owned (OREO)				(95)
Deferred tax asset				4,262
Other assets				1,135
Total assets				(6,816)
Liabilities As Acquired:
Deposits				1,300
Other liabilities				1,407
Total liabilities				2,707
Net Assets				(9,523)
Consideration paid:
Goodwill				(3,721)
Capital Bank Financial Corporation
Assets:
Cash and due from banks		205,999
Trading Securities		4,758
Loans held-for-sale		0
Securities available-for-sale (Note 3)		1,017,867
Securities held-to-maturity (Note 3)		177,549
Loans, net of unearned income		7,596,049
Allowance for loan losses		(45,711)
Goodwill (Note 7)		231,292
Other intangible assets, net		24,498
Premises and equipment, net		196,298
Other real estate owned (OREO)		43,077
Other assets		617,232
Total assets		10,068,908
Liabilities As Acquired:
Deposits		8,141,593
Securities sold under agreements to repurchase (Note 9 and Note 23)		26,664
Other short-term borrowings		390,391
Term borrowings (Note 10)		119,486
Other liabilities		59,995
Total liabilities		8,738,129
Net Assets		1,330,779
Consideration paid:
Goodwill		$ 231,292
Coastal Securities, Inc
Assets:
Cash and due from banks			7,502
Interest-bearing cash			4,132
Trading Securities			423,662
Loans held-for-sale			0
Investment securities			0
Other intangible assets, net			0
Premises and equipment, net			1,229
Other assets			1,658
Total assets			438,183
Liabilities As Acquired:
Securities sold under agreements to repurchase (Note 9 and Note 23)			201,595
Other short-term borrowings			33,509
Fixed income payables			143,647
Other liabilities			958
Total liabilities			379,709
Net Assets			$ 58,474
Trust Atlantic Financial Corporation
Assets:
Cash and due from banks				18,801
Securities available-for-sale (Note 3)				73,822
Loans, net of unearned income				298,050
Allowance for loan losses				(4,639)
Goodwill (Note 7)				3,721
Other intangible assets, net				84
Premises and equipment, net				2,353
Other real estate owned (OREO)				1,018
Deferred tax asset				2,940
Other assets				10,638
Total assets				406,788
Liabilities As Acquired:
Deposits				342,788
Other liabilities				3,173
Total liabilities				345,961
Net Assets				60,827
Consideration paid:
Goodwill				$ 3,721

[1] December 31, 2017 and 2016 include $11.7 million and $19.3 million, respectively, of held-for-sale consumer mortgage loans secured by residential real estate in process of foreclosure.

[2] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

[3] December 31, 2017 and 2016 include $6.3 million and $8.1 million, respectively, of foreclosed residential real estate.

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Acquisitions and Divestitures (Pro Forma) (Details) - Capital Bank Financial Corporation - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Business Acquisition [Line Items]
Actual from acquisition date, Net interest income	$ 31,253
Actual from acquisition date, Noninterest income	6,192
Actual from acquisition date, Pre-tax income	16,534
Unaudited Pro Forma, Net interest income	1,165,006	$ 1,033,218
Unaudited Pro Forma, Noninterest income	563,581	638,493
Unaudited Pro Forma, Pre-tax income	476,911	458,667
Unaudited Pro Forma, Net income available to common shareholders	$ 274,416	$ 293,981

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Acquisitions and Divestitures (Merger and Integration Expenses) (Details) - Capital Bank Financial Corporation $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($)
Business Acquisition [Line Items]
Merger and integration expense	$ 56,748
Professional fees
Business Acquisition [Line Items]
Merger and integration expense	28,151
Employee compensation, incentives and benefits
Business Acquisition [Line Items]
Merger and integration expense	17,077
Contract employment and outsourcing
Business Acquisition [Line Items]
Merger and integration expense	1,270
Miscellaneous expense
Business Acquisition [Line Items]
Merger and integration expense	1,291
All other expense
Business Acquisition [Line Items]
Merger and integration expense	$ 8,959

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Investment Securities (Schedule Of FHN's Investment Securities) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	$ 5,204,643	$ 3,971,435
Gross Unrealized Gains		19,869
Gross Unrealized Losses		(47,805)
Fair Value	5,170,255	3,943,499
Pledged available for sale securities	4,000,000	3,300,000
Schedule of Held-to-maturity Securities [Line Items]
Amortized Cost	10,000	14,347
Gross Unrealized Gains	0	426
Gross Unrealized Losses	(99)	0
Fair Value	9,901	14,773
FRB
Schedule of Available-for-sale Securities [Line Items]
Restricted investments	134,600	68,600
FHLB-Cincinnati Stock
Schedule of Available-for-sale Securities [Line Items]
Restricted investments	87,900	87,900
States and municipalities
Schedule of Held-to-maturity Securities [Line Items]
Amortized Cost		4,347
Gross Unrealized Gains		393
Gross Unrealized Losses		0
Fair Value		4,740
Corporates and other debt
Schedule of Held-to-maturity Securities [Line Items]
Amortized Cost	10,000	10,000
Gross Unrealized Gains	0	33
Gross Unrealized Losses	(99)	0
Fair Value	9,901	10,033
Securities available-for-sale, excluding interest only strip:
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	5,204,643
Gross Unrealized Gains	12,259
Gross Unrealized Losses	(47,917)
Fair Value	5,168,985
U.S. treasuries
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	100	100
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(1)	0
Fair Value	99	100
Government agency issued mortgage-backed securities (“MBS”)
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	2,580,442	2,217,593
Gross Unrealized Gains	10,538	14,960
Gross Unrealized Losses	(13,604)	(23,866)
Fair Value	2,577,376	2,208,687
Government agency issued collateralized mortgage obligations (“CMO”)
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	2,302,439	1,566,986
Gross Unrealized Gains	1,691	4,909
Gross Unrealized Losses	(34,272)	(23,937)
Fair Value	2,269,858	1,547,958
Corporates and other debt
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	55,799
Gross Unrealized Gains	23
Gross Unrealized Losses	(40)
Fair Value	55,782
Equity and other
Schedule of Available-for-sale Securities [Line Items]
Amortized Cost	265,863	186,756
Gross Unrealized Gains	7	0
Gross Unrealized Losses	0	(2)
Fair Value	265,870	$ 186,754
Schedule of Held-to-maturity Securities [Line Items]
Amortized Cost	0
Fair Value	0
SBA - Interest Only Strips
Schedule of Available-for-sale Securities [Line Items]
Fair Value	$ 1,270

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Investment Securities (Schedule Of Amortized Cost And Fair Value By Contractual Maturity) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Schedule of Investments [Line Items]
Within 1 year, Amortized Cost	$ 0
After 1 year; within 5 years, Amortized Cost	55,899
After 5 years; within 10 years, Amortized Cost	0
After 10 years, Amortized Cost	0
Subtotal, Amortized Cost	55,899
Within 1 year, Fair Value	0
After 1 year; within 5 years, Fair Value	55,900
After 5 years; within 10 years, Fair Value	1,085
After 10 years, Fair Value	166
Subtotal, Fair Value	57,151
Securities available for sale, Amortized Cost	5,204,643	$ 3,971,435
Securities available-for-sale (Note 3)	5,170,255	3,943,499
Held-to-maturity Securities, Debt Maturities, within 1 Year, Amortized Cost	0
Held-to-maturity Securities, Debt Maturities, after 1 year; within 5 years, Amortized Cost	0
Held-to-maturity Securities, Debt Maturities, after 1 year; within 10 years, Amortized Cost	10,000
Held-to-maturity Securities, Debt Maturities, after 10 years, Amortized Cost	0
Held-to-maturity Securities, Debt Maturities, Subtotal, Amortized Cost	10,000
Held-to-maturity Securities, Debt Maturities, within 1 year, Fair Value	0
Held-to-maturity Securities, Debt Maturities, after 1 year; within 5 years, Fair Value	0
Held-to-maturity Securities, Debt Maturities, after 1 year; within 10 years, Fair Value	9,901
Held-to-maturity Securities, Debt Maturities, after 10 years, Fair Value	0
Held-to-maturity Securities, Debt Maturities, Subtotal, Fair Value	9,901
Securities held to maturity, Amortized cost	10,000	14,347
Fair Value	9,901	14,773
Government Agency Issued MBS And CMO
Schedule of Investments [Line Items]
Securities available for sale, Amortized Cost	4,882,881
Securities available-for-sale (Note 3)	4,847,234
Securities held to maturity, Amortized cost	0
Fair Value	0
Equity and other
Schedule of Investments [Line Items]
Securities available for sale, Amortized Cost	265,863	186,756
Securities available-for-sale (Note 3)	265,870	$ 186,754
Securities held to maturity, Amortized cost	0
Fair Value	$ 0

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Investment Securities (Schedule Of Realized Gross Gains And Losses On Sale From Available For Sale Portfolio) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Marketable Securities [Abstract]
Gross gains on sales of securities	$ 2,514	$ 5,754	$ 5,630
Gross (losses) on sales of securities	(1,922)	(4,213)	(3,503)
Net gain/(loss) on sales of securities	592	1,541	2,127
Net OTTI recorded	0	(200)	(749)
Total securities gain/(loss), net	$ 592	$ 1,341	$ 1,378

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Investment Securities (Schedule Of Investments Within The Available For Sale Portfolio That Had Unrealized Losses) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Schedule of Investments [Line Items]
Less than 12 months, Fair Value		$ 2,971,604
Less than 12 months, Unrealized Losses		(42,920)
12 months or longer, Fair Value		116,527
12 months or longer, Unrealized Losses		(4,885)
Total Fair Value		3,088,131
Total Unrealized Losses		(47,805)
Total debt securities
Schedule of Investments [Line Items]
Less than 12 months, Fair Value	$ 2,514,856	2,971,597
Less than 12 months, Unrealized Losses	(12,243)	(42,918)
12 months or longer, Fair Value	1,164,073	116,527
12 months or longer, Unrealized Losses	(35,674)	(4,885)
Total Fair Value	3,678,929	3,088,124
Total Unrealized Losses	(47,917)	(47,803)
U.S. treasuries
Schedule of Investments [Line Items]
Less than 12 months, Fair Value	99
Less than 12 months, Unrealized Losses	(1)
12 months or longer, Fair Value	0
12 months or longer, Unrealized Losses	0
Total Fair Value	99
Total Unrealized Losses	(1)
Government agency issued mortgage-backed securities (“MBS”)
Schedule of Investments [Line Items]
Less than 12 months, Fair Value	1,455,476	1,059,471
Less than 12 months, Unrealized Losses	(4,738)	(19,052)
12 months or longer, Fair Value	331,900	116,527
12 months or longer, Unrealized Losses	(8,866)	(4,885)
Total Fair Value	1,787,376	1,175,998
Total Unrealized Losses	(13,604)	(23,937)
Government agency issued collateralized mortgage obligations (“CMO”)
Schedule of Investments [Line Items]
Less than 12 months, Fair Value	1,043,987	1,912,126
Less than 12 months, Unrealized Losses	(7,464)	(23,866)
12 months or longer, Fair Value	832,173	0
12 months or longer, Unrealized Losses	(26,808)	0
Total Fair Value	1,876,160	1,912,126
Total Unrealized Losses	(34,272)	(23,866)
Corporates and other debt
Schedule of Investments [Line Items]
Less than 12 months, Fair Value	15,294
Less than 12 months, Unrealized Losses	(40)
12 months or longer, Fair Value	0
12 months or longer, Unrealized Losses	0
Total Fair Value	15,294
Total Unrealized Losses	$ (40)
Equity
Schedule of Investments [Line Items]
Less than 12 months, Fair Value		7
Less than 12 months, Unrealized Losses		(2)
12 months or longer, Fair Value		0
12 months or longer, Unrealized Losses		0
Total Fair Value		7
Total Unrealized Losses		$ (2)

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Investment Securities (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Schedule of Available-for-sale Securities [Line Items]
Sales and prepayments	$ 936,958	$ 444,222	$ 69,650
Gross gains on sales of securities	2,514	5,754	5,630
Gain associated with call of held-to-maturity securities	400
Held-to-maturity security called	4,400
Debt securities
Schedule of Available-for-sale Securities [Line Items]
Sales and prepayments	$ 937,000	444,200	69,700
Gross gains on sales of securities		1,500	1,800
Available for sale debt securities exchanged		$ 736,000	$ 335,000

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Loans (Narrative) (Details)		12 Months Ended
		Dec. 31, 2017 USD ($) grade	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Nov. 30, 2017 USD ($)	Dec. 31, 2014 USD ($)
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans held-for-sale	[1]	$ 699,377,000	$ 111,248,000
Allowance - purchased credit-impaired loans		3,168,000	723,000	$ 1,682,000
Troubled debt restructurings loans		234,400,000	285,200,000
Less: Allowance for loan losses		189,555,000	202,068,000	210,242,000		$ 232,448,000
Average balance of impaired loans		270,740,000	310,368,000
Interest income recognized on impaired loan		6,808,000	6,779,000
Provision for loan losses		0	11,000,000	9,000,000
C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance - purchased credit-impaired loans		2,809,000	164,000	14,000
Less: Allowance for loan losses		98,211,000	89,398,000	73,637,000		$ 67,011,000
Provision for loan losses		21,902,000	27,426,000	$ 15,693,000
Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans pledged to secure potential borrowings		4,600,000,000
Allowance - purchased credit-impaired loans		2,813,000	319,000
Commercial loans		20,271,968,000	14,283,610,000
Less: Allowance for loan losses		126,638,000	123,250,000
Average balance of impaired loans		42,933,000	52,779,000
Interest income recognized on impaired loan		$ 835,000	994,000
Permanent Mortgage
Accounts, Notes, Loans and Financing Receivable [Line Items]
TDR, reduction of interest rate by increment, basis points		0.25%
TDRS Maturities		40 years
Modified interest rate increase		1.00%
Consumer Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk, percentage		23.00%
TDRS Maturities		30 years
Loans Held-For-Sale
Accounts, Notes, Loans and Financing Receivable [Line Items]
Troubled debt restructurings loans		$ 63,200,000	69,300,000
Residential Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk, percentage		24.00%
Allowance For TDRs To Recorded Investment Of TDRs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loan loss reserves		$ 37,300,000	$ 44,900,000
Ratio of the allowance for loan losses to loans		16.00%	16.00%
Loans To Mortgage Companies | C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loans		$ 2,100,000,000
Percentage of commercial & industrial loan portfolio		13.00%
Percentage contributed in total loan		8.00%
Loans To Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loans		$ 2,099,961,000	$ 2,045,189,000
Credit Card
Accounts, Notes, Loans and Financing Receivable [Line Items]
Credit card workout program, granted rate reduction		0.00%
Heloc And Real Estate Installment Classes
Accounts, Notes, Loans and Financing Receivable [Line Items]
TDR, reduction of interest rate by increment, basis points		0.25%
Modified interest rate increase		2.00%
Finance And Insurance Companies | C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loans		$ 2,900,000,000
Percentage of commercial & industrial loan portfolio		18.00%
Percentage contributed in total loan		10.00%
Finance Insurance And Loans To Mortgage Companies | C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Concentration risk, percentage		31.00%
TRUPs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loan loss reserves		$ 25,500,000	25,500,000
TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loans		306,915,000	307,445,000
Loan loss reserves		$ 25,500,000	25,500,000
Maximum | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Forbearance agreements time period		12 months
Maximum | Permanent Mortgage
Accounts, Notes, Loans and Financing Receivable [Line Items]
Modified interest rate time period		5 years
Maximum | Credit Card
Accounts, Notes, Loans and Financing Receivable [Line Items]
Payment reductions, time period		1 year
Credit card workout program, term extension		5 years
Maximum | Heloc And Real Estate Installment Classes
Accounts, Notes, Loans and Financing Receivable [Line Items]
Modified interest rate time period		5 years
Minimum | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Forbearance agreements time period		6 months
Minimum | Permanent Mortgage
Accounts, Notes, Loans and Financing Receivable [Line Items]
Modified interest rate		2.00%
Modified interest rate time period		5 years
Minimum | Credit Card
Accounts, Notes, Loans and Financing Receivable [Line Items]
Payment reductions, time period		6 months
Minimum | Heloc And Real Estate Installment Classes
Accounts, Notes, Loans and Financing Receivable [Line Items]
Modified interest rate		1.00%
Modified interest rate time period		5 years
Pass | Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		12
Pass | Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		1
Special Mention
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		13
Special Mention | Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		13
Substandard
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		14
Doubtful
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		15
Loss
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		16
Loss | Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		16
PD Grade 1
Accounts, Notes, Loans and Financing Receivable [Line Items]
Lowest expected default probability | grade		1
PD Grade 1 | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Less: Allowance for loan losses		$ 70,000	77,000
PD Grade 12 | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Less: Allowance for loan losses		5,882,000	6,377,000
PD Grade 13 | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Less: Allowance for loan losses		7,265,000	4,225,000
PD Grade 13 | Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loans		$ 500,000
LGD Grade 1 | Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		1
LGD Grade 12 | Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades | grade		12
Loan Reassessed | Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loans		$ 1,000,000
PCI Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Provision for loan losses		2,500,000	500,000
Allowance for Loan and Lease Losses Write-offs, Net		$ 100,000	$ 400,000
Capital Bank Financial Corporation
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans held-for-sale					$ 132,800,000
Fair value of loans acquired					7,400,000,000
Business Combination, Acquired Receivables, Gross Contractual Amount					7,600,000,000
Capital Bank Financial Corporation | PCI Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans held-for-sale					$ 5,000,000

[1] December 31, 2017 and 2016 include $11.7 million and $19.3 million, respectively, of held-for-sale consumer mortgage loans secured by residential real estate in process of foreclosure.

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Loans (Schedule Of Loans By Portfolio Segment) (Details) - USD ($) $ in Thousands	Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015	Dec. 31, 2014
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans, net of unearned income	$ 27,658,929	[1]	$ 19,589,520	[1]	$ 17,686,502
Allowance for loan losses	189,555		202,068		210,242	$ 232,448
Total net loans	27,469,374		19,387,452
Restricted And Secured Consumer Real Estate Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans, net of unearned income	24,200		35,900
C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans, net of unearned income	16,057,273		12,148,087		10,436,390
Allowance for loan losses	98,211		89,398		73,637	67,011
Commercial Real Estate Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans, net of unearned income	4,214,695		2,135,523		1,674,935
Allowance for loan losses	28,427		33,852		25,159	18,574
Consumer Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans, net of unearned income	6,367,755		4,523,752		4,766,518
Allowance for loan losses	37,371		50,357		80,614	113,011
Permanent Mortgage
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans, net of unearned income	399,307		423,125		454,123
Allowance for loan losses	15,565		16,289		18,947	19,122
Credit Card And Other Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans, net of unearned income	619,899		359,033		354,536
Allowance for loan losses	$ 9,981		$ 12,172		$ 11,885	$ 14,730

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

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Loans (Acquisition) (Details) - USD ($) $ in Thousands		Dec. 31, 2017	Nov. 30, 2017	Dec. 31, 2016	Dec. 31, 2015
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Acquired During Period [Abstract]
Less : accretable yield		$ (15,623)		$ (6,871)	$ (8,542)
Loans held-for-sale	[1]	$ 699,377		$ 111,248
Capital Bank Financial Corporation
Business Combination, Acquired Receivables [Abstract]
Fair value of loans acquired			$ 7,400,000
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Acquired During Period [Abstract]
Loans held-for-sale			132,800
Capital Bank Financial Corporation | Non-PCI Loans
Business Combination, Acquired Receivables [Abstract]
Contractually required payments including interest			9,182,610
Less : expected losses and foregone interest			(801,546)
Cash flows expected to be collected			8,381,064
Fair value of loans acquired			7,229,948
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Acquired During Period [Abstract]
Loans held-for-sale			127,800
PCI Loans | Capital Bank Financial Corporation
Certain Loans Acquired in Transfer Not Accounted for as Debt Securities, Acquired During Period [Abstract]
Contractually required payments including interest			258,950
Less : nonaccretable difference			(77,022)
Cash flows expected to be collected			181,928
Less : accretable yield			(13,957)
Fair value of loans acquired			167,971
Loans held-for-sale			$ 5,000

[1] December 31, 2017 and 2016 include $11.7 million and $19.3 million, respectively, of held-for-sale consumer mortgage loans secured by residential real estate in process of foreclosure.

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(Certain Loans Acquired In Transfer Not Accounted For As Debt Securities Accretable Yield Movement Schedule Rollforward) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Certain Loans Acquired in Transfer Accounted for as Debt Securities, Accretable Yield Movement Schedule [Roll Forward]
Balance, beginning of period	$ 6,871	$ 8,542
Addition	13,957	2,883
Accretion	(3,564)	(3,963)
Adjustment for payoffs	(1,917)	(6,409)
Adjustment for charge-offs	(45)	(674)
Adjustment for pool excess recovery	(222)	0
Increase in accretable yield	467	6,525
Other	(76)	33
Balance, end of period	$ 15,623	$ 6,871

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(Schedule Of Acquired Purchase Credit Impaired Loans By Portfolio Segment) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying value	$ 176,381	$ 46,355
Unpaid balance	199,687	49,863
C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying value	102,330	40,368
Unpaid balance	115,296	41,608
Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying value	30,375	4,763
Unpaid balance	35,472	6,514
Consumer Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying value	38,176	1,172
Unpaid balance	42,568	1,677
Credit Card And Other Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying value	5,500	52
Unpaid balance	$ 6,351	$ 64

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(Information By Class Related To Individually Impaired Loans) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Recorded Investment
Recorded Investment	$ 259,713	$ 298,778
Unpaid Principal Balance
Unpaid Principal Balance	304,308	336,303
Related Allowance	41,767	45,818
Average Recorded Investment
Average Recorded Investment	270,740	310,368
Interest Income Recognized
Interest Income Recognized	6,808	6,779
Commercial Portfolio Segment
Recorded Investment
Impaired loans with no related allowance recorded, Recorded investment	8,183	10,419
Impaired loans with related allowance recorded, Recorded investment	37,248	40,667
Recorded Investment	45,431	51,086
Unpaid Principal Balance
Impaired loans with no related allowance recorded, Unpaid principal balance	17,372	16,636
Impaired loans with related allowance recorded, Unpaid principal balance	44,831	42,140
Unpaid Principal Balance	62,203	58,776
Related Allowance	6,176	4,413
Average Recorded Investment
Impaired loans with no related allowance recorded, Average recorded investment	7,810	13,552
Impaired loans with related allowance recorded, Average recorded investment	35,123	39,227
Average Recorded Investment	42,933	52,779
Interest Income Recognized
Impaired loans with no related allowance recorded, Interest income recognized	0	0
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	835	994
Interest Income Recognized	835	994
C&I | General C&I
Recorded Investment
Impaired loans with no related allowance recorded, Recorded investment	8,183	10,419
Impaired loans with related allowance recorded, Recorded investment	31,774	34,334
Unpaid Principal Balance
Impaired loans with no related allowance recorded, Unpaid principal balance	17,372	16,636
Impaired loans with related allowance recorded, Unpaid principal balance	38,256	34,470
Related Allowance	5,119	3,294
Average Recorded Investment
Impaired loans with no related allowance recorded, Average recorded investment	7,810	12,009
Impaired loans with related allowance recorded, Average recorded investment	29,183	30,836
Interest Income Recognized
Impaired loans with no related allowance recorded, Interest income recognized	0	0
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	773	902
C&I | TRUPs
Recorded Investment
Impaired loans with related allowance recorded, Recorded investment	3,067	3,209
Unpaid Principal Balance
Impaired loans with related allowance recorded, Unpaid principal balance	3,700	3,700
Related Allowance	925	925
Average Recorded Investment
Impaired loans with related allowance recorded, Average recorded investment	3,139	3,274
Interest Income Recognized
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	0	0
Commercial Real Estate | Income CRE
Recorded Investment
Impaired loans with no related allowance recorded, Recorded investment	0	0
Impaired loans with related allowance recorded, Recorded investment	1,612	1,831
Unpaid Principal Balance
Impaired loans with no related allowance recorded, Unpaid principal balance	0	0
Impaired loans with related allowance recorded, Unpaid principal balance	1,612	2,209
Related Allowance	49	62
Average Recorded Investment
Impaired loans with no related allowance recorded, Average recorded investment	0	1,543
Impaired loans with related allowance recorded, Average recorded investment	1,695	3,757
Interest Income Recognized
Impaired loans with no related allowance recorded, Interest income recognized	0	0
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	52	70
Commercial Real Estate | Residential C R E
Recorded Investment
Impaired loans with related allowance recorded, Recorded investment	795	1,293
Unpaid Principal Balance
Impaired loans with related allowance recorded, Unpaid principal balance	1,263	1,761
Related Allowance	83	132
Average Recorded Investment
Impaired loans with related allowance recorded, Average recorded investment	1,106	1,360
Interest Income Recognized
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	10	22
Consumer
Recorded Investment
Impaired loans with no related allowance recorded, Recorded investment	18,483	20,651
Impaired loans with related allowance recorded, Recorded investment	195,799	227,041
Recorded Investment	214,282	247,692
Unpaid Principal Balance
Impaired loans with no related allowance recorded, Unpaid principal balance	31,544	34,553
Impaired loans with related allowance recorded, Unpaid principal balance	210,561	242,974
Unpaid Principal Balance	242,105	277,527
Related Allowance	35,591	41,405
Average Recorded Investment
Impaired loans with no related allowance recorded, Average recorded investment	20,052	19,841
Impaired loans with related allowance recorded, Average recorded investment	207,755	237,748
Average Recorded Investment	227,807	257,589
Interest Income Recognized
Impaired loans with no related allowance recorded, Interest income recognized	0	0
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	5,973	5,785
Interest Income Recognized	5,973	5,785
Consumer Real Estate | Home Equity Line of Credit
Recorded Investment
Impaired loans with no related allowance recorded, Recorded investment	9,258	11,383
Impaired loans with related allowance recorded, Recorded investment	72,469	84,711
Unpaid Principal Balance
Impaired loans with no related allowance recorded, Unpaid principal balance	19,193	21,662
Impaired loans with related allowance recorded, Unpaid principal balance	75,207	87,126
Related Allowance	14,382	15,927
Average Recorded Investment
Impaired loans with no related allowance recorded, Average recorded investment	10,374	11,168
Impaired loans with related allowance recorded, Average recorded investment	77,454	87,659
Interest Income Recognized
Impaired loans with no related allowance recorded, Interest income recognized	0	0
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	2,261	2,092
Consumer Real Estate | R/E installment loans
Recorded Investment
Impaired loans with no related allowance recorded, Recorded investment	4,093	3,957
Impaired loans with related allowance recorded, Recorded investment	43,075	53,409
Unpaid Principal Balance
Impaired loans with no related allowance recorded, Unpaid principal balance	4,663	4,992
Impaired loans with related allowance recorded, Unpaid principal balance	43,827	54,559
Related Allowance	8,793	12,875
Average Recorded Investment
Impaired loans with no related allowance recorded, Average recorded investment	4,076	4,255
Impaired loans with related allowance recorded, Average recorded investment	48,473	57,906
Interest Income Recognized
Impaired loans with no related allowance recorded, Interest income recognized	0	0
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	1,246	1,370
Permanent Mortgage
Recorded Investment
Impaired loans with no related allowance recorded, Recorded investment	5,132	5,311
Impaired loans with related allowance recorded, Recorded investment	79,662	88,615
Unpaid Principal Balance
Impaired loans with no related allowance recorded, Unpaid principal balance	7,688	7,899
Impaired loans with related allowance recorded, Unpaid principal balance	90,934	100,983
Related Allowance	12,105	12,470
Average Recorded Investment
Impaired loans with no related allowance recorded, Average recorded investment	5,602	4,418
Impaired loans with related allowance recorded, Average recorded investment	81,422	91,838
Interest Income Recognized
Impaired loans with no related allowance recorded, Interest income recognized	0	0
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	2,455	2,310
Credit Card And Other Portfolio Segment
Recorded Investment
Impaired loans with related allowance recorded, Recorded investment	593	306
Unpaid Principal Balance
Impaired loans with related allowance recorded, Unpaid principal balance	593	306
Related Allowance	311	133
Average Recorded Investment
Impaired loans with related allowance recorded, Average recorded investment	406	345
Interest Income Recognized
Impaired Financing Impaired loans with related allowance recorded, Interest income recognized	$ 11	$ 13

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(Balances Of Commercial Loan Portfolio Classes, Disaggregated By PD Grade) (Details) $ in Thousands	Dec. 31, 2017 USD ($) grade	Dec. 31, 2016 USD ($) grade	Dec. 31, 2015 USD ($)	Dec. 31, 2014 USD ($)
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and Leases Receivable, Allowance	$ 189,555	$ 202,068	$ 210,242	$ 232,448
Total loans collectively evaluated for impairment	27,219,667	19,243,664	17,337,055
Total loans individually evaluated for impairment	259,713	298,778	308,049
Purchased credit-impaired loans	179,549	47,078	41,398
Allowance - collectively evaluated for impairment	144,620	155,527	157,528
Allowance - individually evaluated for impairment	41,767	45,818	51,032
Allowance - purchased credit-impaired loans	$ 3,168	$ 723	$ 1,682
Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percent of total commercial loans (percent)	100.00%	100.00%
Loans and Leases Receivable, Allowance	$ 126,638	$ 123,250
Total loans collectively evaluated for impairment	20,091,018	14,187,074
Total loans individually evaluated for impairment	45,431	51,086
Purchased credit-impaired loans	135,519	45,450
Total commercial loans	$ 20,271,968	$ 14,283,610
Percent of loan collectively evaluated for impairment (percent)	99.00%	99.00%
Percent of loan individually evaluated for impairment (percent)	0.00%	1.00%
Percent of loan purchased-credit impaired (percent)	1.00%	0.00%
Allowance - collectively evaluated for impairment	$ 117,649	$ 118,518
Allowance - individually evaluated for impairment	6,176	4,413
Allowance - purchased credit-impaired loans	2,813	319
General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans collectively evaluated for impairment	13,505,301	9,710,168
Total loans individually evaluated for impairment	39,957	44,753
Purchased credit-impaired loans	105,139	40,532
Total commercial loans	13,650,397	9,795,453
Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans collectively evaluated for impairment	2,099,961	2,045,189
Total loans individually evaluated for impairment	0	0
Purchased credit-impaired loans	0	0
Total commercial loans	2,099,961	2,045,189
TRUPs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Valuation allowance	25,500	25,500
TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans collectively evaluated for impairment	303,848	304,236
Total loans individually evaluated for impairment	3,067	3,209
Purchased credit-impaired loans	0	0
Total commercial loans	306,915	307,445
Valuation allowance	$ 25,500	$ 25,500
Highest internal grade | grade	13	13
Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans collectively evaluated for impairment	$ 4,126,257	$ 2,085,619
Total loans individually evaluated for impairment	1,612	1,831
Purchased credit-impaired loans	28,494	4,583
Total commercial loans	4,156,363	2,092,033
Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans collectively evaluated for impairment	55,651	41,862
Total loans individually evaluated for impairment	795	1,293
Purchased credit-impaired loans	1,886	335
Total commercial loans	58,332	43,490
Commercial Loan P D Grade One | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 529,516	$ 466,257
Percent of total commercial loans (percent)	3.00%	3.00%
Loans and Leases Receivable, Allowance	$ 70	$ 77
Commercial Loan P D Grade One | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	526,825	465,179
Commercial Loan P D Grade One | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade One | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade One | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	2,691	1,078
Commercial Loan P D Grade One | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Two | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 864,219	$ 803,012
Percent of total commercial loans (percent)	4.00%	6.00%
Loans and Leases Receivable, Allowance	$ 339	$ 403
Commercial Loan P D Grade Two | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	862,217	791,183
Commercial Loan P D Grade Two | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Two | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Two | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	1,935	11,742
Commercial Loan P D Grade Two | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	67	87
Commercial Loan P D Grade Three | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 1,439,676	$ 1,107,542
Percent of total commercial loans (percent)	7.00%	8.00%
Loans and Leases Receivable, Allowance	$ 272	$ 304
Commercial Loan P D Grade Three | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	560,529	491,386
Commercial Loan P D Grade Three | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	652,982	462,486
Commercial Loan P D Grade Three | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Three | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	226,126	153,670
Commercial Loan P D Grade Three | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	39	0
Commercial Loan P D Grade Four | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 1,894,463	$ 1,532,811
Percent of total commercial loans (percent)	9.00%	11.00%
Loans and Leases Receivable, Allowance	$ 854	$ 953
Commercial Loan P D Grade Four | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	931,667	978,282
Commercial Loan P D Grade Four | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	629,432	332,107
Commercial Loan P D Grade Four | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Four | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	333,364	222,422
Commercial Loan P D Grade Four | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Five | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 2,208,547	$ 1,873,965
Percent of total commercial loans (percent)	11.00%	13.00%
Loans and Leases Receivable, Allowance	$ 7,355	$ 6,670
Commercial Loan P D Grade Five | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	1,430,153	1,232,401
Commercial Loan P D Grade Five | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	328,477	275,209
Commercial Loan P D Grade Five | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Five | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	447,534	365,653
Commercial Loan P D Grade Five | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	2,383	702
Commercial Loan P D Grade Six | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 2,462,895	$ 2,502,310
Percent of total commercial loans (percent)	12.00%	17.00%
Loans and Leases Receivable, Allowance	$ 10,495	$ 10,403
Commercial Loan P D Grade Six | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	1,633,060	1,540,519
Commercial Loan P D Grade Six | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	335,169	614,109
Commercial Loan P D Grade Six | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Six | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	491,604	338,344
Commercial Loan P D Grade Six | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	3,062	9,338
Commercial Loan P D Grade Seven | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 2,869,791	$ 2,228,369
Percent of total commercial loans (percent)	14.00%	16.00%
Loans and Leases Receivable, Allowance	$ 13,490	$ 14,010
Commercial Loan P D Grade Seven | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	2,227,774	1,556,117
Commercial Loan P D Grade Seven | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	47,720	317,283
Commercial Loan P D Grade Seven | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Seven | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	584,973	352,390
Commercial Loan P D Grade Seven | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	9,324	2,579
Commercial Loan P D Grade Eight | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 1,375,085	$ 1,422,786
Percent of total commercial loans (percent)	7.00%	10.00%
Loans and Leases Receivable, Allowance	$ 21,831	$ 25,986
Commercial Loan P D Grade Eight | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	1,073,178	963,359
Commercial Loan P D Grade Eight | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	35,266	30,974
Commercial Loan P D Grade Eight | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Eight | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	260,425	425,503
Commercial Loan P D Grade Eight | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	6,216	2,950
Commercial Loan P D Grade Nine | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 4,445,868	$ 725,767
Percent of total commercial loans (percent)	22.00%	5.00%
Loans and Leases Receivable, Allowance	$ 9,804	$ 13,857
Commercial Loan P D Grade Nine | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	2,837,501	611,774
Commercial Loan P D Grade Nine | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	70,915	4,299
Commercial Loan P D Grade Nine | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Nine | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	1,514,609	105,277
Commercial Loan P D Grade Nine | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	22,843	4,417
Commercial Loan P D Grade Ten | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 417,998	$ 423,616
Percent of total commercial loans (percent)	2.00%	3.00%
Loans and Leases Receivable, Allowance	$ 8,808	$ 8,400
Commercial Loan P D Grade Ten | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	366,971	355,359
Commercial Loan P D Grade Ten | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	8,663
Commercial Loan P D Grade Ten | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Ten | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	46,606	50,484
Commercial Loan P D Grade Ten | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	4,421	9,110
Commercial Loan P D Grade Eleven | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 259,445	$ 265,371
Percent of total commercial loans (percent)	1.00%	2.00%
Loans and Leases Receivable, Allowance	$ 6,784	$ 6,556
Commercial Loan P D Grade Eleven | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	222,405	238,230
Commercial Loan P D Grade Eleven | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Eleven | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Eleven | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	34,213	20,600
Commercial Loan P D Grade Eleven | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	2,827	6,541
Commercial Loan P D Grade Twelve | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 577,243	$ 190,094
Percent of total commercial loans (percent)	3.00%	1.00%
Loans and Leases Receivable, Allowance	$ 5,882	$ 6,377
Commercial Loan P D Grade Twelve | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	415,499	170,531
Commercial Loan P D Grade Twelve | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Twelve | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Twelve | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	158,128	15,395
Commercial Loan P D Grade Twelve | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	3,616	4,168
Commercial Loan P D Grade Thirteen | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 514,237	$ 432,571
Percent of total commercial loans (percent)	3.00%	3.00%
Loans and Leases Receivable, Allowance	$ 7,265	$ 4,225
Commercial Loan P D Grade Thirteen | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	193,429	121,276
Commercial Loan P D Grade Thirteen | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Thirteen | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	303,848	304,236
Commercial Loan P D Grade Thirteen | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	16,907	6,748
Commercial Loan P D Grade Thirteen | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	53	311
Commercial Loan P D Grade Fourteen Fifteen Sixteen | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 232,035	$ 212,603
Percent of total commercial loans (percent)	1.00%	1.00%
Loans and Leases Receivable, Allowance	$ 24,400	$ 20,297
Commercial Loan P D Grade Fourteen Fifteen Sixteen | General C&I | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	224,093	194,572
Commercial Loan P D Grade Fourteen Fifteen Sixteen | Loans to Mortgage Companies | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	59
Commercial Loan P D Grade Fourteen Fifteen Sixteen | TRUPs | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	0	0
Commercial Loan P D Grade Fourteen Fifteen Sixteen | Income CRE | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	7,142	16,313
Commercial Loan P D Grade Fourteen Fifteen Sixteen | Residential C R E | Commercial Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan, Disaggregated by PD grade	$ 800	$ 1,659

XML

(Loans by FICO Score, Consumer) (Details)	Dec. 31, 2017	Dec. 31, 2016
HELOC | FICO score 740 or greater
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	60.00%	56.90%
HELOC | FICO score 720-739
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	8.70%	8.80%
HELOC | FICO score 700-719
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	8.30%	8.60%
HELOC | FICO score 660-699
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	11.10%	13.20%
HELOC | FICO score 620-659
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	4.90%	5.60%
HELOC | FICO score less than 620
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	7.00%	6.90%
HELOC | Total
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	100.00%	100.00%
R/E installment loans | FICO score 740 or greater
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	73.10%	70.30%
R/E installment loans | FICO score 720-739
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	8.00%	8.30%
R/E installment loans | FICO score 700-719
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	6.40%	6.80%
R/E installment loans | FICO score 660-699
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	7.20%	8.40%
R/E installment loans | FICO score 620-659
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	2.80%	3.50%
R/E installment loans | FICO score less than 620
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	2.50%	2.70%
R/E installment loans | Total
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	100.00%	100.00%
Permanent Mortgage | FICO score 740 or greater
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	46.40%	45.00%
Permanent Mortgage | FICO score 720-739
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	12.80%	9.50%
Permanent Mortgage | FICO score 700-719
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	9.20%	9.20%
Permanent Mortgage | FICO score 660-699
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	14.80%	17.10%
Permanent Mortgage | FICO score 620-659
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	7.30%	9.10%
Permanent Mortgage | FICO score less than 620
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	9.50%	10.10%
Permanent Mortgage | Total
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average refreshed FICO score (percent)	100.00%	100.00%

XML

(Accruing And Non-Accruing Loans By Class) (Details) - USD ($) $ in Thousands	Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	$ 27,658,929	[1]	$ 19,589,520	[1]	$ 17,686,502
TRUPs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Valuation allowance	25,500		25,500
Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	27,435,858		19,377,918
Total Accruing	27,528,310		19,443,873
Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	50,884		42,570
Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	41,568		23,385
Non-Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	70,040		93,158
Total Non-Accruing	130,619		145,647
Non-Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	13,654		9,612
Non-Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	46,925		42,877
C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	16,057,273		12,148,087		10,436,390
C&I | General C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	13,545,258		9,754,921
C&I | Loans to Mortgage Companies
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	2,099,961		2,045,189
C&I | TRUPs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	306,915		307,445
C&I | C&I Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	105,139		40,532
C&I | Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	15,994,959		12,105,988
Total Accruing	16,026,120		12,115,351
C&I | Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	11,507		9,106
C&I | Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	19,654		257
C&I | Accruing | General C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	13,508,635		9,720,231
Total Accruing	13,517,172		9,725,453
C&I | Accruing | General C&I | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	8,442		5,199
C&I | Accruing | General C&I | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	95		23
C&I | Accruing | Loans to Mortgage Companies
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	2,099,961		2,041,408
Total Accruing	2,099,961		2,045,130
C&I | Accruing | Loans to Mortgage Companies | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		3,722
C&I | Accruing | Loans to Mortgage Companies | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
C&I | Accruing | TRUPs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	303,848		304,236
Total Accruing	303,848		304,236
C&I | Accruing | TRUPs | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
C&I | Accruing | TRUPs | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
C&I | Accruing | C&I Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	82,515		40,113
Total Accruing	105,139		40,532
C&I | Accruing | C&I Purchase Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	3,065		185
C&I | Accruing | C&I Purchase Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	19,559		234
C&I | Non-Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	1,761		16,106
Total Non-Accruing	31,153		32,736
C&I | Non-Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	7,019		374
C&I | Non-Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	22,373		16,256
C&I | Non-Accruing | General C&I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	1,761		16,106
Total Non-Accruing	28,086		29,468
C&I | Non-Accruing | General C&I | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	7,019		374
C&I | Non-Accruing | General C&I | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	19,306		12,988
C&I | Non-Accruing | Loans to Mortgage Companies
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	0		59
C&I | Non-Accruing | Loans to Mortgage Companies | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
C&I | Non-Accruing | Loans to Mortgage Companies | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		59
C&I | Non-Accruing | TRUPs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	3,067		3,209
C&I | Non-Accruing | TRUPs | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
C&I | Non-Accruing | TRUPs | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	3,067		3,209
C&I | Non-Accruing | C&I Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	0		0
C&I | Non-Accruing | C&I Purchase Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
C&I | Non-Accruing | C&I Purchase Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	4,214,695		2,135,523		1,674,935
Commercial Real Estate | Income CRE
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	4,127,869		2,087,450
Commercial Real Estate | Residential C R E
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	56,446		43,155
Commercial Real Estate | CRE Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	30,380		4,918
Commercial Real Estate | Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	4,208,567		2,132,446
Total Accruing	4,213,302		2,132,747
Commercial Real Estate | Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	2,684		301
Commercial Real Estate | Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	2,051		0
Commercial Real Estate | Accruing | Income CRE
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	4,126,411		2,085,455
Total Accruing	4,127,267		2,085,469
Commercial Real Estate | Accruing | Income CRE | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	856		14
Commercial Real Estate | Accruing | Income CRE | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Commercial Real Estate | Accruing | Residential C R E
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	55,655		42,182
Total Accruing	55,655		42,360
Commercial Real Estate | Accruing | Residential C R E | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		178
Commercial Real Estate | Accruing | Residential C R E | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Commercial Real Estate | Accruing | CRE Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	26,501		4,809
Total Accruing	30,380		4,918
Commercial Real Estate | Accruing | CRE Purchase Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,828		109
Commercial Real Estate | Accruing | CRE Purchase Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	2,051		0
Commercial Real Estate | Non-Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	56		232
Total Non-Accruing	1,393		2,776
Commercial Real Estate | Non-Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		460
Commercial Real Estate | Non-Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,337		2,084
Commercial Real Estate | Non-Accruing | Income CRE
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	56		232
Total Non-Accruing	602		1,981
Commercial Real Estate | Non-Accruing | Income CRE | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		460
Commercial Real Estate | Non-Accruing | Income CRE | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	546		1,289
Commercial Real Estate | Non-Accruing | Residential C R E
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	791		795
Commercial Real Estate | Non-Accruing | Residential C R E | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Commercial Real Estate | Non-Accruing | Residential C R E | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	791		795
Commercial Real Estate | Non-Accruing | CRE Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	0		0
Commercial Real Estate | Non-Accruing | CRE Purchase Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Commercial Real Estate | Non-Accruing | CRE Purchase Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Consumer Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	6,367,755		4,523,752		4,766,518
Consumer Real Estate | Home Equity Line of Credit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	1,818,511		1,691,583
Consumer Real Estate | R/E installment loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	4,510,714		2,830,593
Consumer Real Estate | RE Installment Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	38,530		1,576
Consumer Real Estate | Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	6,254,802		4,398,825
Total Accruing	6,296,268		4,440,940
Consumer Real Estate | Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	27,033		26,005
Consumer Real Estate | Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	14,433		16,110
Consumer Real Estate | Accruing | Home Equity Line of Credit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	1,738,493		1,602,640
Total Accruing	1,766,023		1,631,496
Consumer Real Estate | Accruing | Home Equity Line of Credit | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	17,828		17,997
Consumer Real Estate | Accruing | Home Equity Line of Credit | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	9,702		10,859
Consumer Real Estate | Accruing | R/E installment loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	4,480,953		2,794,866
Total Accruing	4,491,715		2,807,868
Consumer Real Estate | Accruing | R/E installment loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	7,189		7,844
Consumer Real Estate | Accruing | R/E installment loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	3,573		5,158
Consumer Real Estate | Accruing | RE Installment Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	35,356		1,319
Total Accruing	38,530		1,576
Consumer Real Estate | Accruing | RE Installment Purchase Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	2,016		164
Consumer Real Estate | Accruing | RE Installment Purchase Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,158		93
Consumer Real Estate | Non-Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	54,947		64,953
Total Non-Accruing	71,487		82,812
Consumer Real Estate | Non-Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	5,583		6,584
Consumer Real Estate | Non-Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	10,957		11,275
Consumer Real Estate | Non-Accruing | Home Equity Line of Credit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	40,508		46,964
Total Non-Accruing	52,488		60,087
Consumer Real Estate | Non-Accruing | Home Equity Line of Credit | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	3,626		4,201
Consumer Real Estate | Non-Accruing | Home Equity Line of Credit | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	8,354		8,922
Consumer Real Estate | Non-Accruing | R/E installment loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	14,439		17,989
Total Non-Accruing	18,999		22,725
Consumer Real Estate | Non-Accruing | R/E installment loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,957		2,383
Consumer Real Estate | Non-Accruing | R/E installment loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	2,603		2,353
Consumer Real Estate | Non-Accruing | RE Installment Purchase Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	0		0
Consumer Real Estate | Non-Accruing | RE Installment Purchase Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Consumer Real Estate | Non-Accruing | RE Installment Purchase Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Permanent Mortgage
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	399,307		423,125		454,123
Permanent Mortgage | Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	365,527		385,972
Total Accruing	372,917		395,944
Permanent Mortgage | Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	3,930		4,544
Permanent Mortgage | Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	3,460		5,428
Permanent Mortgage | Non-Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	13,245		11,867
Total Non-Accruing	26,390		27,181
Permanent Mortgage | Non-Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,052		2,194
Permanent Mortgage | Non-Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	12,093		13,120
Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	619,899		359,033		$ 354,536
Credit Card and Other | Credit Card
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	196,364		191,651
Credit Card and Other | Other Consumer Loans Class
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	418,035		167,330
Credit Card and Other | Other Purchased Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Total loans, net of unearned income	5,500		52
Credit Card and Other | Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	612,003		354,687
Total Accruing	619,703		358,891
Credit Card and Other | Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	5,730		2,614
Credit Card and Other | Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,970		1,590
Credit Card and Other | Accruing | Credit Card
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	193,940		188,573
Total Accruing	196,364		191,651
Credit Card and Other | Accruing | Credit Card | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,371		1,622
Credit Card and Other | Accruing | Credit Card | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,053		1,456
Credit Card and Other | Accruing | Other Consumer Loans Class
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	415,070		166,062
Total Accruing	417,839		167,188
Credit Card and Other | Accruing | Other Consumer Loans Class | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	2,666		992
Credit Card and Other | Accruing | Other Consumer Loans Class | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	103		134
Credit Card and Other | Accruing | Other Purchased Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	2,993		52
Total Accruing	5,500		52
Credit Card and Other | Accruing | Other Purchased Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	1,693		0
Credit Card and Other | Accruing | Other Purchased Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	814		0
Credit Card and Other | Non-Accruing
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	31		0
Total Non-Accruing	196		142
Credit Card and Other | Non-Accruing | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Credit Card and Other | Non-Accruing | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	165		142
Credit Card and Other | Non-Accruing | Credit Card
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	0		0
Credit Card and Other | Non-Accruing | Credit Card | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Credit Card and Other | Non-Accruing | Credit Card | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Credit Card and Other | Non-Accruing | Other Consumer Loans Class
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	31		0
Total Non-Accruing	196		142
Credit Card and Other | Non-Accruing | Other Consumer Loans Class | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Credit Card and Other | Non-Accruing | Other Consumer Loans Class | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	165		142
Credit Card and Other | Non-Accruing | Other Purchased Credit Impaired Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current	0		0
Total Non-Accruing	0		0
Credit Card and Other | Non-Accruing | Other Purchased Credit Impaired Loans | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	0		0
Credit Card and Other | Non-Accruing | Other Purchased Credit Impaired Loans | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due	$ 0		$ 0

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

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(Schedule Of Troubled Debt Restructurings Occurring During The Year) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) loan	Dec. 31, 2016 USD ($) loan
Financing Receivable, Modifications [Line Items]
Number | loan	327	332
Pre-Modification Outstanding Recorded Investment	$ 23,775	$ 54,994
Post-Modification Outstanding Recorded Investment	$ 23,328	$ 53,167
C&I
Financing Receivable, Modifications [Line Items]
Number | loan	5	8
Pre-Modification Outstanding Recorded Investment	$ 1,095	$ 23,876
Post-Modification Outstanding Recorded Investment	$ 1,086	$ 22,026
C&I | General C&I
Financing Receivable, Modifications [Line Items]
Number | loan	5	8
Pre-Modification Outstanding Recorded Investment	$ 1,095	$ 23,876
Post-Modification Outstanding Recorded Investment	$ 1,086	$ 22,026
Commercial Real Estate
Financing Receivable, Modifications [Line Items]
Number | loan	1	1
Pre-Modification Outstanding Recorded Investment	$ 199	$ 100
Post-Modification Outstanding Recorded Investment	$ 198	$ 99
Commercial Real Estate | Income CRE
Financing Receivable, Modifications [Line Items]
Number | loan	1	1
Pre-Modification Outstanding Recorded Investment	$ 199	$ 100
Post-Modification Outstanding Recorded Investment	$ 198	$ 99
Consumer Real Estate
Financing Receivable, Modifications [Line Items]
Number | loan	196	287
Pre-Modification Outstanding Recorded Investment	$ 16,831	$ 26,091
Post-Modification Outstanding Recorded Investment	$ 16,449	$ 26,130
Consumer Real Estate | Home Equity Line of Credit
Financing Receivable, Modifications [Line Items]
Number | loan	143	236
Pre-Modification Outstanding Recorded Investment	$ 12,739	$ 21,173
Post-Modification Outstanding Recorded Investment	$ 12,422	$ 20,937
Consumer Real Estate | R/E installment loans
Financing Receivable, Modifications [Line Items]
Number | loan	53	51
Pre-Modification Outstanding Recorded Investment	$ 4,092	$ 4,918
Post-Modification Outstanding Recorded Investment	$ 4,027	$ 5,193
Permanent Mortgage
Financing Receivable, Modifications [Line Items]
Number | loan	34	13
Pre-Modification Outstanding Recorded Investment	$ 5,078	$ 4,811
Post-Modification Outstanding Recorded Investment	$ 5,045	$ 4,802
Credit Card and Other
Financing Receivable, Modifications [Line Items]
Number | loan	91	23
Pre-Modification Outstanding Recorded Investment	$ 572	$ 116
Post-Modification Outstanding Recorded Investment	$ 550	$ 110

XML

(Schedule Of Troubled Debt Restructurings Within The Previous 12 Months) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) loan	Dec. 31, 2016 USD ($) loan
Financing Receivable, Modifications [Line Items]
Number | loan	24	7
Recorded Investment | $	$ 13,154	$ 1,791
C&I
Financing Receivable, Modifications [Line Items]
Number | loan	5	1
Recorded Investment | $	$ 11,498	$ 77
C&I | General C&I
Financing Receivable, Modifications [Line Items]
Number | loan	5	1
Recorded Investment | $	$ 11,498	$ 77
Commercial Real Estate
Financing Receivable, Modifications [Line Items]
Number | loan	1	0
Recorded Investment | $	$ 88	$ 0
Commercial Real Estate | Income CRE
Financing Receivable, Modifications [Line Items]
Number | loan	1	0
Recorded Investment | $	$ 88	$ 0
Consumer Real Estate
Financing Receivable, Modifications [Line Items]
Number | loan	5	6
Recorded Investment | $	$ 776	$ 1,714
Consumer Real Estate | HELOC
Financing Receivable, Modifications [Line Items]
Number | loan	5	3
Recorded Investment | $	$ 776	$ 154
Consumer Real Estate | R/E installment loans
Financing Receivable, Modifications [Line Items]
Number | loan	0	3
Recorded Investment | $	$ 0	$ 1,560
Permanent Mortgage
Financing Receivable, Modifications [Line Items]
Number | loan	3	0
Recorded Investment | $	$ 715	$ 0
Credit Card and Other
Financing Receivable, Modifications [Line Items]
Number | loan	10	0
Recorded Investment | $	$ 77	$ 0

XML

Allowance for Loan Losses (Rollforward Of The Allowance For Loan Losses By Portfolio Segment) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015
Allowance for Loan and Lease Losses [Roll Forward]
Beginning Balance	$ 202,068		$ 210,242		$ 232,448
Charge-offs	(46,394)		(57,639)		(75,856)
Recoveries	33,881		38,465		44,650
Provision/(provision credit) for loan losses	0		11,000		9,000
Ending Balance	189,555		202,068		210,242
Allowance - individually evaluated for impairment	41,767		45,818		51,032
Allowance - collectively evaluated for impairment	144,620		155,527		157,528
Allowance - purchased credit-impaired loans	3,168		723		1,682
Individually evaluated for impairment	259,713		298,778		308,049
Collectively evaluated for impairment	27,219,667		19,243,664		17,337,055
Purchased credit-impaired loans	179,549		47,078		41,398
Total loans, net of unearned income	27,658,929	[1]	19,589,520	[1]	17,686,502
C&I
Allowance for Loan and Lease Losses [Roll Forward]
Beginning Balance	89,398		73,637		67,011
Charge-offs	(17,657)		(18,460)		(22,406)
Recoveries	4,568		6,795		13,339
Provision/(provision credit) for loan losses	21,902		27,426		15,693
Ending Balance	98,211		89,398		73,637
Allowance - individually evaluated for impairment	6,044		4,219		3,643
Allowance - collectively evaluated for impairment	89,358		85,015		69,980
Allowance - purchased credit-impaired loans	2,809		164		14
Individually evaluated for impairment	43,024		47,962		30,472
Collectively evaluated for impairment	15,909,110		12,059,593		10,389,841
Purchased credit-impaired loans	105,139		40,532		16,077
Total loans, net of unearned income	16,057,273		12,148,087		10,436,390
Commercial Real Estate
Allowance for Loan and Lease Losses [Roll Forward]
Beginning Balance	33,852		25,159		18,574
Charge-offs	(195)		(1,371)		(3,550)
Recoveries	966		1,927		1,876
Provision/(provision credit) for loan losses	(6,196)		8,137		8,259
Ending Balance	28,427		33,852		25,159
Allowance - individually evaluated for impairment	132		194		481
Allowance - collectively evaluated for impairment	28,291		33,503		23,519
Allowance - purchased credit-impaired loans	4		155		1,159
Individually evaluated for impairment	2,407		3,124		9,055
Collectively evaluated for impairment	4,181,908		2,127,481		1,644,792
Purchased credit-impaired loans	30,380		4,918		21,088
Total loans, net of unearned income	4,214,695		2,135,523		1,674,935
Consumer Real Estate
Allowance for Loan and Lease Losses [Roll Forward]
Beginning Balance	50,357		80,614		113,011
Charge-offs	(13,156)		(21,993)		(30,068)
Recoveries	22,723		23,719		23,895
Provision/(provision credit) for loan losses	(22,553)		(31,983)		(26,224)
Ending Balance	37,371		50,357		80,614
Allowance - individually evaluated for impairment	23,175		28,802		31,278
Allowance - collectively evaluated for impairment	13,841		21,151		48,828
Allowance - purchased credit-impaired loans	355		404		508
Individually evaluated for impairment	128,895		153,460		165,684
Collectively evaluated for impairment	6,200,330		4,368,716		4,596,654
Purchased credit-impaired loans	38,530		1,576		4,180
Total loans, net of unearned income	6,367,755		4,523,752		4,766,518
Permanent Mortgage
Allowance for Loan and Lease Losses [Roll Forward]
Beginning Balance	16,289		18,947		19,122
Charge-offs	(2,179)		(1,591)		(3,141)
Recoveries	2,509		2,403		1,687
Provision/(provision credit) for loan losses	(1,054)		(3,470)		1,279
Ending Balance	15,565		16,289		18,947
Allowance - individually evaluated for impairment	12,105		12,470		15,463
Allowance - collectively evaluated for impairment	3,460		3,819		3,484
Allowance - purchased credit-impaired loans	0		0		0
Individually evaluated for impairment	84,794		93,926		102,461
Collectively evaluated for impairment	314,513		329,199		351,662
Purchased credit-impaired loans	0		0		0
Total loans, net of unearned income	399,307		423,125		454,123
Credit Card and Other
Allowance for Loan and Lease Losses [Roll Forward]
Beginning Balance	12,172		11,885		14,730
Charge-offs	(13,207)		(14,224)		(16,691)
Recoveries	3,115		3,621		3,853
Provision/(provision credit) for loan losses	7,901		10,890		9,993
Ending Balance	9,981		12,172		11,885
Allowance - individually evaluated for impairment	311		133		167
Allowance - collectively evaluated for impairment	9,670		12,039		11,717
Allowance - purchased credit-impaired loans	0		0		1
Individually evaluated for impairment	593		306		377
Collectively evaluated for impairment	613,806		358,675		354,106
Purchased credit-impaired loans	5,500		52		53
Total loans, net of unearned income	$ 619,899		$ 359,033		$ 354,536

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

XML

Premises, Equipment, and Leases (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Maximum duration of noncancelable operating leases, time period	30 years
Impairment losses	$ 6.0	$ 5.0
Gain/(loss) on sale of properties, before applicable income taxes	$ 0.4	$ 1.8

XML

Premises, Equipment, and Leases (Summary of Premises and Equipment) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Land	$ 104,454	$ 59,343
Buildings	472,619	340,593
Leasehold improvements	26,640	26,956
Furniture, fixtures, and equipment	194,057	180,157
Fixed assets held-for-sale	53,195	5,832
Premises and equipment, at cost	850,965	612,881
Less accumulated depreciation and amortization	318,714	323,496
Premises and equipment, net	$ 532,251	$ 289,385

XML

Premises, Equipment, and Leases (Minimum Future Lease Payments For Noncancelable Operating Leases On Premises and Equipment) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Property, Plant and Equipment [Abstract]
2018	$ 29,862
2019	27,602
2020	25,242
2021	21,987
2022	17,028
2023 and after	59,069
Total minimum lease payments	$ 180,790

XML

Premises, Equipment, and Leases (Rent Expense Incurred Under All Operating Lease Obligations) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Abstract]
Rent expense, gross	$ 23,116	$ 20,812	$ 18,166
Sublease income	(631)	(477)	(5)
Rent expense, net	$ 22,485	$ 20,335	$ 18,161

XML

Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of Intangible Assets	$ 8,728	$ 5,198	$ 5,253
Goodwill [Line Items]
Goodwill (Note 7)	1,386,853	191,371	$ 191,307	$ 145,932
Non-Strategic
Goodwill [Line Items]
Gross goodwill	200,000	200,000
Accumulated impairments	114,100	114,100
Accumulated divestiture related write-offs	85,900	85,900
Goodwill (Note 7)	0	$ 0
Licensing Agreements
Goodwill [Line Items]
Indefinite-lived intangible assets (excluding goodwill)	$ 300

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Intangible Assets (Summary Of Intangible Assets and Accumulated Amortization Included In The Consolidated Statements of Condition) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Intangible Assets [Line Items]
Gross Carrying Amount	$ 244,137	$ 72,270
Accumulated Amortization	(59,748)	(51,253)
Net Carrying Value	184,389	21,017
Core deposit intangibles
Intangible Assets [Line Items]
Gross Carrying Amount	160,650	16,850
Accumulated Amortization	(8,176)	(4,721)
Net Carrying Value	152,474	12,129
Customer Relationships
Intangible Assets [Line Items]
Gross Carrying Amount	77,865	54,865
Accumulated Amortization	(50,777)	(46,302)
Net Carrying Value	27,088	8,563
Other
Intangible Assets [Line Items]
Gross Carrying Amount	5,622	555
Accumulated Amortization	(795)	(230)
Net Carrying Value	$ 4,827	$ 325

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Intangible Assets (Schedule Of Estimated Aggregate Amortization Expense for Intangible Assets) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2018	$ 26,174
2019	25,108
2020	21,422
2021	19,787
2022	$ 17,631

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Intangible Assets (Summary Of Gross Goodwill And Accumulated Impairment Losses And Write-Offs Detailed By Reportable Segments) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Goodwill [Roll Forward]
Goodwill, Beginning balance	$ 191,371	$ 191,307	$ 145,932
Additions	1,195,482	64	45,375
Goodwill, Ending balance	1,386,853	191,371	191,307
Regional Banking
Goodwill [Roll Forward]
Goodwill, Beginning balance	93,367	93,303	47,928
Additions	1,150,518	64	45,375
Goodwill, Ending balance	1,243,885	93,367	93,303
Fixed Income
Goodwill [Roll Forward]
Goodwill, Beginning balance	98,004	98,004	98,004
Additions	44,964	0	0
Goodwill, Ending balance	$ 142,968	$ 98,004	$ 98,004

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Time Deposit Maturities Time Deposit Maturities (Narrative) (Details) $ in Billions	Dec. 31, 2017 USD ($)
Maturities of Time Deposits [Abstract]
Total certificates of deposit $100,000 and more	$ 2.0
Time deposits, at or above FDIC insurance limit	$ 1.0

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Time Deposit Maturities (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Maturities of Time Deposits [Abstract]
2018	$ 2,001,083
2019	612,010
2020	155,788
2021	131,580
2022	406,963
2023 and after	15,497
Total	$ 3,322,921

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Short-term Borrowings (Narrative) (Details) $ in Millions	12 Months Ended
	Dec. 31, 2017 USD ($)
Fixed Income
Short-term Debt [Line Items]
Trading Securities Pledged as Collateral	$ 68.9
Federal Funds Purchased
Short-term Debt [Line Items]
Maximum maturity days	90 days
Trading Liabilities
Short-term Debt [Line Items]
Maximum holding days	90 days
Other Short-term Borrowings
Short-term Debt [Line Items]
Maximum original maturity period	1 year

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Short-term Borrowings (Summary of Short-Term Borrowings) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Federal Funds Purchased
Short-term Debt [Line Items]
Average balance	$ 447,137	$ 589,223	$ 705,054
Year-end balance	399,820	414,207	464,166
Maximum month-end outstanding	$ 568,490	$ 695,083	$ 1,228,125
Average rate for the year	1.06%	0.52%	0.26%
Average rate at year-end	1.48%	0.73%	0.50%
Securities Sold Under Agreements to Repurchase
Short-term Debt [Line Items]
Average balance	$ 578,666	$ 425,452	$ 370,097
Year-end balance	656,602	453,053	338,133
Maximum month-end outstanding	$ 743,684	$ 528,024	$ 524,191
Average rate for the year	0.72%	0.08%	0.06%
Average rate at year-end	0.64%	0.08%	0.09%
Trading Liabilities
Short-term Debt [Line Items]
Average balance	$ 685,891	$ 771,039	$ 733,189
Year-end balance	638,515	561,848	566,019
Maximum month-end outstanding	$ 896,943	$ 874,076	$ 866,005
Average rate for the year	2.26%	1.95%	2.18%
Average rate at year-end	2.22%	2.46%	2.41%
Other Short-term Borrowings
Short-term Debt [Line Items]
Average balance	$ 554,502	$ 198,440	$ 164,951
Year-end balance	2,626,213	83,177	137,861
Maximum month-end outstanding	$ 2,626,213	$ 792,736	$ 339,468
Average rate for the year	1.28%	0.67%	0.67%
Average rate at year-end	1.44%	0.96%	0.82%

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Term Borrowings (Schedule of Information Pertaining To Term Borrowings) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 1,218,097		$ 1,040,656
Loans, net of unearned income	27,658,929	[1]	19,589,520	[1]	$ 17,686,502
Retail Real Estate Residential
Debt Instrument [Line Items]
Loans, net of unearned income	24,200		35,900
First Tennessee Bank National Association | Senior Notes | Maturity date – December 1, 2019 – 2.95%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 396,105		399,384
Stated interest rate	2.95%
First Tennessee Bank National Association | Collateralized By Loans | Other collateralized borrowings – Maturity date – December 22, 2037
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 65,356		$ 64,812
Effective interest rate	1.89%		1.26%
First Tennessee Bank National Association | Collateralized By Loans | Other collateralized borrowings - SBA loans
Debt Instrument [Line Items]
Debt, Weighted Average Interest Rate	3.26%
Term borrowings (Note 10)	$ 7,416		$ 0
First Tennessee Bank National Association | Federal Home Loan Bank Borrowings | Maturity date – August 2, 2018 – 0.00%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 100		100
Stated interest rate	0.00%
First Horizon National Corporation | Senior Notes | Maturity date – December 15, 2020 – 3.50%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 486,513		489,202
Stated interest rate	3.50%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - July 31, 2031 - 4.96%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 4,124		0
Stated interest rate	4.96%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - July 31, 2031 - 4.96%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 5,155		0
Stated interest rate	4.96%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - December 30, 2032 - 5.04%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 5,155		0
Stated interest rate	5.04%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - June 26, 2033 - 4.77%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 10,310		0
Stated interest rate	4.77%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - October 8, 2033 - 4.21%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 10,310		0
Stated interest rate	4.21%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - February 8, 2034 - 4.23%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 10,310		0
Stated interest rate	4.23%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - June 26, 2035 - 3.27%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 2,708		0
Stated interest rate	3.27%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - December 15, 2035 - 2.96%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 17,270		0
Stated interest rate	2.96%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - March 15, 2036 - 2.99%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 8,667		0
Stated interest rate	2.99%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - March 15, 2036 - 3.13%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 11,482
Stated interest rate	3.13%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - June 30, 2036 - 3.01%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 25,646		0
Stated interest rate	3.01%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - July 7, 2036 - 2.91%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 17,642		0
Stated interest rate	2.91%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - June 15, 2037 - 3.24%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 49,875		0
Stated interest rate	3.24%
First Horizon National Corporation | Junior Subordinated Debt | Maturity date - September 6, 2037 - 2.94%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 8,627		0
Stated interest rate	2.94%
FT Real Estate Securities Company, Inc. | Cumulative Preferred Stock | Maturity date – March 31, 2031 – 9.50%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 46,100		46,032
Stated interest rate	9.50%
First Horizon ABS Trusts | Collateralized By Loans | Maturity date – October 25, 2034
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 11,226		$ 23,126
Effective interest rate	1.72%		0.93%
First Tennessee New Market Corporation Investments | Maturity date – October 25, 2018 – 4.97%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 7,301		$ 7,301
Stated interest rate	4.97%
First Tennessee New Market Corporation Investments | Maturity date – February 1, 2033 – 4.97%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 8,000		8,000
Stated interest rate	4.97%
First Tennessee New Market Corporation Investments | Maturity date – August 08, 2036 – 2.38%
Debt Instrument [Line Items]
Term borrowings (Note 10)	$ 2,699		$ 2,699
Stated interest rate	2.38%
Minimum | First Tennessee Bank National Association | Collateralized By Loans | Other collateralized borrowings - SBA loans
Debt Instrument [Line Items]
Debt term	5 years
Maximum | First Tennessee Bank National Association | Collateralized By Loans | Other collateralized borrowings - SBA loans
Debt Instrument [Line Items]
Debt term	25 years

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

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Term Borrowings (Schedule of Annual Principal Repayment Requirements) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Long-term Debt, Fiscal Year Maturity [Abstract]
2018	$ 7,401
2019	400,000
2020	500,000
2021	0
2022	209
2023 and after	$ 353,866

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Term Borrowings (Narrative) (Details) - Capital Bank Financial Corporation - Junior Subordinated Debt $ in Millions	Nov. 30, 2017 USD ($)
Debt Instrument [Line Items]
Debt face amount	$ 212.4
Debt term	30 years

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Preferred Stock (Details) $ / shares in Units, $ in Millions		12 Months Ended
	Jan. 31, 2013 USD ($) shares	Dec. 31, 2005 $ / shares shares	Dec. 31, 2000 $ / shares shares	Dec. 31, 2017 USD ($) $ / shares shares	Dec. 31, 2016 USD ($) $ / shares shares
Class of Stock [Line Items]
Preferred stock, shares issued (shares)				1,000	1,000
Liquidation preference per share (in dollars per share) | $ / shares				$ 100,000	$ 100,000
Noncontrolling interest, subsidiary preferred stock | $				$ 0.6
First Horizon National Corporation | Series A Preferred Stock
Class of Stock [Line Items]
Preferred stock, shares issued (shares)	1,000
Aggregate liquidation preference | $	$ 100.0
Proceeds from issuance of preferred stock | $	$ 96.0
Percentage of cumulative preferred stock	6.20%
Value of depositary share	0.00025
FT Real Estate Securities Company, Inc. | Preferred Class B
Class of Stock [Line Items]
Percentage of cumulative preferred stock			9.50%
Stock issued (shares)			50
Liquidation preference per share (in dollars per share) | $ / shares			$ 1,000,000
First Tennessee Bank National Association | Noncumulative Preferred Stock
Class of Stock [Line Items]
Stock issued (shares)		300,000
Liquidation preference per share (in dollars per share) | $ / shares		$ 1,000
Declared and accrued preferred stock dividend basis spread on variable rate		0.85%
Declared and accrued preferred stock dividend fixed		3.75%
First Tennessee Bank National Association | Preferred Class A
Class of Stock [Line Items]
Noncontrolling interest, subsidiary preferred stock | $				$ 294.8	$ 294.8
Non Affiliates | FT Real Estate Securities Company, Inc. | Preferred Class B
Class of Stock [Line Items]
Stock issued (shares)			47

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Regulatory Capital (Schedule of Actual Capital Amounts and Ratios) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
First Horizon National Corporation
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Total Capital, Actual Amount	$ 3,703,754	$ 2,926,010
Total Capital, Actual Ratio	11.10%	12.24%
Tier 1 Capital, Actual Amount	$ 3,281,478	$ 2,671,871
Tier 1 Capital, Actual Ratio	9.83%	11.17%
Common Equity Tier 1 Capital, Actual Amount	$ 2,962,155	$ 2,377,987
Common Equity Tier 1 Capital, Actual Ratio	8.88%	9.94%
Leverage, Actual Amount	$ 3,281,478	$ 2,671,871
Leverage, Actual Ratio	10.31%	9.35%
Total Capital, Capital Adequacy Purposes, Amount	$ 2,669,910	$ 1,913,133
Total Capital, Capital Adequacy Purposes, Ratio	8.00%	8.00%
Tier 1 Capital, Capital Adequacy Purposes, Amount	$ 2,002,433	$ 1,434,849
Tier 1 Capital, Capital Adequacy Purposes, Ratio	6.00%	6.00%
Common Equity Tier 1 Capital, Capital Adequacy Purposes, Amount	$ 1,501,824	$ 1,076,137
Common Equity Tier 1 Capital, Capital Adequacy Purposes, Ratio	4.50%	4.50%
Leverage, Capital Adequacy Purposes, Amount	$ 1,272,990	$ 1,143,250
Leverage, Capital Adequacy Purposes, Ratio	4.00%	4.00%
First Tennessee Bank National Association
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Total Capital, Actual Amount	$ 3,520,670	$ 2,762,271
Total Capital, Actual Ratio	10.74%	11.78%
Tier 1 Capital, Actual Amount	$ 3,317,684	$ 2,538,382
Tier 1 Capital, Actual Ratio	10.12%	10.83%
Common Equity Tier 1 Capital, Actual Amount	$ 3,041,420	$ 2,298,080
Common Equity Tier 1 Capital, Actual Ratio	9.28%	9.80%
Leverage, Actual Amount	$ 3,317,684	$ 2,538,382
Leverage, Actual Ratio	10.70%	9.16%
Total Capital, Capital Adequacy Purposes, Amount	$ 2,622,924	$ 1,875,780
Total Capital, Capital Adequacy Purposes, Ratio	8.00%	8.00%
Tier 1 Capital, Capital Adequacy Purposes, Amount	$ 1,967,193	$ 1,406,835
Tier 1 Capital, Capital Adequacy Purposes, Ratio	6.00%	6.00%
Common Equity Tier 1 Capital, Capital Adequacy Purposes, Amount	$ 1,475,395	$ 1,055,126
Common Equity Tier 1 Capital, Capital Adequacy Purposes, Ratio	4.50%	4.50%
Leverage, Capital Adequacy Purposes, Amount	$ 1,240,647	$ 1,108,406
Leverage, Capital Adequacy Purposes, Ratio	4.00%	4.00%
Total Capital, To Be Well Capitalized Under Prompt Corrective Action Provisions, Amount	$ 3,278,655	$ 2,344,725
Total Capital, To Be Well Capitalized Under Prompt Corrective Action Provisions, Ratio	10.00%	10.00%
Tier 1 Capital, To Be Well Capitalized Under Prompt Corrective Action Provisions, Amount	$ 2,622,924	$ 1,875,780
Tier 1 Capital, To Be Well Capitalized Under Prompt Corrective Action Provisions, Ratio	8.00%	8.00%
Common Equity Tier 1 Capital. To Be Well Capitalized Under Prompt Corrective Action, Amount	$ 2,131,126	$ 1,524,071
Common Equity Tier 1 Capital. To Be Well Capitalized Under Prompt Corrective Action, Ratio	6.50%	6.50%
Leverage, To Be Well Capitalized Under Prompt Corrective Action Provisions, Amount	$ 1,550,809	$ 1,385,508
Leverage, To Be Well Capitalized Under Prompt Corrective Action Provisions, Ratio	5.00%	5.00%

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Regulatory Capital (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Jan. 01, 2018
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Undivided profits	$ 1,160,434	$ 1,029,032
Dividend paid to parent company	250,000	250,000
First Tennessee Bank National Association
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Undivided profits	869,100
Positive (negative) amount available for dividend payments	$ (156,700)
Percent of capital stock and surplus threshold for credit extension to parent and certain financial subsidiaries	10.00%
Maximum amount of credit bank may extend to parent and certain financial institutions	$ 388,200
Percent of capital stock and surplus threshold for credit extension to affiliates	20.00%
Maximum amount of credit bank may extend to all affiliates	$ 766,300
First Horizon National Corporation
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Covered transactions	900
FTN Financial Securities Corporation
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Total equity investment from FTBNA	360,700
All Affiliates Member
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Covered transactions	361,700
Minimum | First Tennessee Bank National Association
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Cash reserve required	278,400	259,200
Vault cash included in cash reserves	$ 255,200	$ 158,900
Subsequent Event | First Tennessee Bank National Association
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Positive (negative) amount available for dividend payments			$ 51,100

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Other Income And Other Expense (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
All other income and commissions:
Other service charges	$ 12,532,000	$ 11,731,000	$ 11,610,000
ATM interchange fees	12,425,000	11,965,000	11,917,000
Deferred compensation	6,322,000	3,025,000	(1,369,000)
Electronic banking fees	5,082,000	5,477,000	5,840,000
Letter of credit fees	4,661,000	4,103,000	4,621,000
Mortgage banking	4,649,000	10,215,000	3,870,000
Insurance commissions	2,514,000	2,981,000	2,627,000
Gain/(loss) on extinguishment of debt	(14,329,000)	0	5,793,000
Other	11,029,000	14,734,000	15,821,000
Total	44,885,000	64,231,000	60,730,000
All other expense:
Litigation and regulatory matters	40,517,000	30,469,000	187,607,000
Travel and entertainment	11,462,000	10,275,000	9,590,000
Other insurance and taxes	9,686,000	10,891,000	12,941,000
Customer relations	5,750,000	6,255,000	5,382,000
Employee training and dues	5,551,000	5,691,000	5,390,000
Supplies	4,106,000	4,434,000	3,827,000
Tax credit investments	3,468,000	3,349,000	4,582,000
Miscellaneous loan costs	2,751,000	2,586,000	2,656,000
OREO	1,006,000	773,000	2,104,000
Other	48,891,000	41,568,000	34,123,000
Total	133,188,000	$ 116,291,000	$ 268,202,000
Class of Stock [Line Items]
Charitable contribution	$ 8,800,000
Visa Class B Shares
Class of Stock [Line Items]
Stock issued for charitable contributions (in shares)	65,000
Cost basis of shared issued for charitable contribution	$ 0

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Components of Other Comprehensive Income/(Loss) (Schedule of Changes in AOCI) (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance		$ 2,705,084	$ 2,639,586	$ 2,581,590
Other comprehensive income/(loss)		(17,625)	(33,462)	(25,946)
Ending balance		4,580,488	2,705,084	2,639,586
Ending balance, as adjusted		4,580,488	2,705,084
Accumulated Other Comprehensive Income/(Loss)
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance	[1]	(247,654)	(214,192)	(188,246)
Net unrealized gains/(losses)		(20,000)	(35,901)	(25,172)
Amounts reclassified from AOCI		2,375	2,439	(774)
Other comprehensive income/(loss)	[1]	(17,625)	(33,462)	(25,946)
Ending balance	[1]	(265,279)	(247,654)	(214,192)
Adjustment to reflect adoption of ASU 2018-02	[1]	(57,546)
Ending balance, as adjusted	[1]	(322,825)	(247,654)
Securities AFS
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance		(17,232)	3,394	18,581
Net unrealized gains/(losses)		(4,467)	(19,709)	(14,055)
Amounts reclassified from AOCI		(298)	(917)	(1,132)
Other comprehensive income/(loss)		(4,765)	(20,626)	(15,187)
Ending balance		(21,997)	(17,232)	3,394
Adjustment to reflect adoption of ASU 2018-02		(4,837)
Ending balance, as adjusted		(26,834)
Cash Flow Hedges
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance		(1,265)	0	0
Net unrealized gains/(losses)		(2,156)	130	0
Amounts reclassified from AOCI		(2,945)	(1,395)	0
Other comprehensive income/(loss)		(5,101)	(1,265)	0
Ending balance		(6,366)	(1,265)	0
Adjustment to reflect adoption of ASU 2018-02		(1,398)
Ending balance, as adjusted		(7,764)
Pension and Postretirement Plans
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance		(229,157)	(217,586)	(206,827)
Net unrealized gains/(losses)		(13,377)	(16,322)	(11,117)
Amounts reclassified from AOCI		5,618	4,751	358
Other comprehensive income/(loss)		(7,759)	(11,571)	(10,759)
Ending balance		(236,916)	$ (229,157)	$ (217,586)
Adjustment to reflect adoption of ASU 2018-02		(51,311)
Ending balance, as adjusted		$ (288,227)

[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.

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Components of Other Comprehensive Income/(Loss) (Schedule of Reclassification from AOCI) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Debt securities gains/(losses), net	$ 483	$ 1,485	$ 1,836
Interest and fees on loans	816,806	679,917	600,313
Employee compensation, incentives, and benefits	589,411	562,948	511,633
Tax expense/(benefit)	131,892	106,810	10,941
Accumulated Other Comprehensive Income/(Loss)
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Amounts reclassified from AOCI	2,375	2,439	(774)
Securities AFS
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Debt securities gains/(losses), net	(483)	(1,485)	(1,836)
Tax expense/(benefit)	185	568	704
Amounts reclassified from AOCI	(298)	(917)	(1,132)
Cash Flow Hedges
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Interest and fees on loans	(4,771)	(2,260)	0
Tax expense/(benefit)	1,826	865	0
Amounts reclassified from AOCI	(2,945)	(1,395)	0
Pension and Postretirement Plans
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Employee compensation, incentives, and benefits	9,101	7,697	580
Tax expense/(benefit)	(3,483)	(2,946)	(222)
Amounts reclassified from AOCI	$ 5,618	$ 4,751	$ 358

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(Schedule of Components of Consolidated Statements of Income and Equity) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Tax expense/(benefit)	$ 131,892	$ 106,810	$ 10,941
Net unrealized gains/(losses) on pension and other postretirement plans	(832)	(7,172)	(6,689)
Net unrealized gains/(losses) on securities available-for-sale	(2,955)	(12,810)	(9,445)
Net unrealized gains/(losses) on cash flow hedges	(3,163)	(780)	0
Share based compensation	0	(1,613)	(356)
Total	$ 124,942	$ 84,435	$ (5,549)

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Income Taxes (Schedule of Components of Income Tax Expense/(Benefit)) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Current:
Federal	$ 10,012	$ 25,234	$ (5,059)
State	879	1,803	(8,258)
Foreign	0	169	62
Deferred:
Federal	114,059	67,109	19,487
State	6,942	12,495	4,706
Foreign	0	0	3
Total	$ 131,892	$ 106,810	$ 10,941

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Income Taxes (Schedule of Effective Income Tax Reconciliation) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Federal income tax rate	35.00%	35.00%	35.00%
Tax computed at statutory rate	$ 108,105	$ 120,862	$ 37,889
Increase/(decrease) resulting from:
State income taxes	4,753	9,918	7
Bank-owned life insurance (“BOLI”)	(8,401)	(5,661)	(4,897)
401(k) – employee stock ownership plan (“ESOP”)	(904)	(824)	(714)
Tax-exempt interest	(7,890)	(7,098)	(6,507)
Non-deductible expenses	7,558	1,079	887
LIHTC credits and benefits, net of amortization	(5,327)	(6,165)	(7,239)
Other tax credits	(2,480)	(3,886)	(2,012)
Change in valuation allowance – DTA	(40,473)	(116)	(3,875)
Other changes in unrecognized tax benefits	46	616	(1,386)
Effect of Tax Act	82,027	0	0
Other	(5,122)	(1,915)	(1,212)
Total	$ 131,892	$ 106,810	$ 10,941

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Income Taxes (Schedule of Operating Loss and Tax Credit Carryforwards) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Tax Credit Carryforward [Line Items]
Deferred tax assets after valuation allowance	$ 353,215	$ 297,016
General business credits-federal	64,835	80,048
Federal loss carryforwards	62,010	175
State loss carryforwards	19,801	$ 19,438
Expiring 2031-2037
Tax Credit Carryforward [Line Items]
General business credits-federal	64,835
Expiring 2027-2035
Tax Credit Carryforward [Line Items]
Federal loss carryforwards	62,010
Expiring 2018-2022
Tax Credit Carryforward [Line Items]
State loss carryforwards	1,092
Expiring 2023-2035
Tax Credit Carryforward [Line Items]
State loss carryforwards	18,709
Domestic Tax Authority
Tax Credit Carryforward [Line Items]
Deferred tax assets after valuation allowance	126,800
State and Local Jurisdiction
Tax Credit Carryforward [Line Items]
Deferred tax assets after valuation allowance	$ 19,800

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Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Deferred tax assets:
Loss reserves	$ 91,390	$ 65,605
Employee benefits	50,404	83,074
Equity investments	28,547	0
Accrued expenses	16,052	16,767
Capital loss carryforwards	0	44,469
Credit carryforwards	64,835	80,048
Federal loss carryforwards	62,010	175
State loss carryforwards	19,801	19,438
Investment in debt securities (ASC 320)	8,811	10,693
Other	11,512	17,340
Gross deferred tax assets	353,362	337,609
Valuation allowance	(147)	(40,593)
Deferred tax assets after valuation allowance	353,215	297,016
Deferred tax liabilities:
Depreciation and amortization	43,040	36,347
Equity investments	0	12,196
Other intangible assets	55,923	37,596
Prepaid expenses	9,255	11,150
Real estate investment trust income	22,576	0
Other	602	114
Gross deferred tax liabilities	131,396	97,403
Net deferred tax assets	$ 221,819	$ 199,613

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Income Taxes (Schedule of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Beginning balance	$ 4,244	$ 3,673
Increases related to prior year tax positions	33	951
Increases related to current year tax positions	174	27
Settlements		(407)
Lapse of statutes	(180)
Ending balance	$ 4,271	$ 4,244

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Income Taxes (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Nov. 30, 2017	Dec. 31, 2015
Income Tax [Line Items]
Tax Cuts and Jobs Act, change in tax rate, income tax expense	$ 82,000
Net deferred tax assets	221,819	$ 199,613
Deferred tax assets after valuation allowance	353,215	297,016
Gross deferred tax liabilities	131,396	97,403
Unrecognized tax benefits	4,271	4,244		$ 3,673
Unrecognized tax benefits that would impact effective tax rate	1,800
Decrease in unrecognized tax benefits is reasonably possible	500
Interest and income taxes accrued	400	300
Penalties and interest expense	100	200
Capital Loss Carryforward
Income Tax [Line Items]
Tax credit carryforward valuation allowance		$ 40,400
Capital Bank Financial Corporation
Income Tax [Line Items]
Tax Cuts and Jobs Act, change in tax rate, deferred tax asset, income tax expense	$ 48,100
Deferred tax asset			$ 137,700

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Earnings Per Share (Schedule Of Reconciliation Of Net Income/(Loss) to Net Income/(Loss) Available to Common Shareholders) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Earnings Per Share [Abstract]
Net income/(loss)	$ 176,980	$ 176,980	$ 238,511	$ 97,313
Net income attributable to noncontrolling interest		11,465	11,465	11,434
Net income/(loss) attributable to controlling interest		165,515	227,046	85,879
Preferred stock dividends		6,200	6,200	6,200
Net income/(loss) available to common shareholders		$ 159,315	$ 220,846	$ 79,679
Weighted average common shares outstanding - basic (shares)		241,436	232,700	234,189
Effect of dilutive securities (shares)		3,017	2,592	2,077
Weighted average common shares outstanding - diluted (shares)		244,453	235,292	236,266
Net income/(loss) per share available to common shareholders (in dollars per share)		$ 0.66	$ 0.95	$ 0.34
Diluted income/(loss) per share available to common shareholders (in dollars per share)		$ 0.65	$ 0.94	$ 0.34

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Earnings Per Share (Schedule Of Anti-Dilutive Options and Awards) (Details) - $ / shares shares in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Earnings Per Share [Abstract]
Stock options excluded from the calculation of diluted EPS (shares)	2,468	2,610	3,559
Weighted average exercise price of stock options excluded from the calculation of diluted EPS (in dollars per share)	$ 25.62	$ 26.29	$ 24.40
Other equity awards excluded from the calculation of diluted EPS (shares)	176	37	98

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Contingencies And Other Disclosures (Narrative I) (Details) shares in Millions	3 Months Ended	12 Months Ended	36 Months Ended	48 Months Ended
	Jun. 30, 2015 USD ($)	Dec. 31, 2017 USD ($) entity shares	Dec. 31, 2007 USD ($)	Dec. 31, 2008 USD ($)	Dec. 31, 2016 USD ($)	Mar. 31, 2008 shares
Loss Contingencies [Line Items]
Estimated Litigation Liability		$ 41,600,000
Number of GSEs to which conventional conforming single-family mortgage loans were predominately sold to | entity		2
Loan-to-value ratio at origination		80.00%
Accrued losses on loan repurchase exposure		$ 34,200,000			$ 66,000,000
Mortgage loans originated and sold to agencies				$ 69,500,000,000
Loans sold to GSEs				57,600,000,000
Loans Guaranteed By Ginnie Mae				$ 11,900,000,000
Loans included in FH proprietary securitizations			$ 26,700,000,000
Fha Insured
Loss Contingencies [Line Items]
Amount Of Insurance Recoveries Company Is Pursuing	$ 75,000,000
Litigation Settlement, Expense	$ 212,500,000
Mortgage Securitization Litigation
Loss Contingencies [Line Items]
Investment in proprietary securitizations subject to lawsuits		83,400,000
Investment in proprietary securitizations subject to indemnifications		$ 409,900,000
Visa Class B Shares
Loss Contingencies [Line Items]
Number of Visa Class B shares | shares		1.0				2.4
Estimated conversion ratio		165.00%
Contingent liability		$ 800,000
Derivative liability		5,600,000			$ 6,200,000
Historical cost		0
Value of holdings of Visa Class B Shares if converted into Class A shares at the current conversion ratio		197,000,000
Subservicer expenditure reimbursement amount disputed
Loss Contingencies [Line Items]
Actual damages sought by plaintiff		43,500,000
Minimum
Loss Contingencies [Line Items]
Estimated reasonably possible losses in excess of currently established liabilities		0
Maximum
Loss Contingencies [Line Items]
Estimated reasonably possible losses in excess of currently established liabilities		$ 28,000,000

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Pension, Savings, And Other Employee Benefits (Narrative) (Details) - USD ($)		1 Months Ended	3 Months Ended	12 Months Ended
	Nov. 20, 2017	Dec. 31, 2017	Sep. 30, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
Estimated social security benefits age				65 years
Contributions to qualified plans				$ 5,100,000	$ 165,000,000	$ 0
Minimum required outstanding par value to each issue of bonds				$ 300,000,000	250,000,000	250,000,000
Defined benefit plan, funded status of plan					(18,100,000)
Threshold amortization percentage of projected benefit obligation				10.00%
Threshold amortization, percentage of market-related value of plan assets				10.00%
Savings Plan
Defined Benefit Plan Disclosure [Line Items]
Employer investment in qualified defined contribution plan				100.00%
Maximum percent of employee pre-tax contributions that may be matched by the Company (percent)				6.00%
Other Benefits
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, benefit obligation		$ 39,562,000		$ 39,562,000	35,403,000	33,166,000
Fair value of plan assets		18,753,000		18,753,000	16,717,000	16,128,000
Employer contributions				564,000	873,000
Decrease in interest cost				(1,305,000)	(1,292,000)	(1,413,000)
Defined benefit plan, funded status of plan		20,809,000		20,809,000	18,686,000
Defined benefit plan, future amortization of gain (loss)		21,600,000		21,600,000
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, benefit obligation		840,884,000		840,884,000	804,542,000	816,529,000
Fair value of plan assets		811,244,000		811,244,000	778,872,000	638,169,000
Employer contributions				4,789,000	169,230,000
Decrease in interest cost				(29,380,000)	(31,216,000)	$ (36,424,000)
Defined benefit plan, funded status of plan		29,640,000		29,640,000	$ 25,670,000
Defined benefit plan, future amortization of gain (loss)		$ 11,800,000		$ 11,800,000
Postretirement benefit (retirees post January 1, 1993)
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation expected long term return on assets		5.95%		5.95%	6.00%	6.15%
Qualified pension
Defined Benefit Plan Disclosure [Line Items]
Contributions to qualified plans			$ 165,000,000	$ 0
Defined benefit plan, funded status of plan		$ (11,200,000)		(11,200,000)
Nonqualified pension
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan, funded status of plan		40,900,000		40,900,000
Nonqualified pension | Pension and Postretirement Plans
Defined Benefit Plan Disclosure [Line Items]
Contributions to qualified plans				5,400,000
Expected pension contribution		5,700,000		5,700,000
Flexible Benefits Contribution
Defined Benefit Plan Disclosure [Line Items]
Employer contributions				23,000,000	$ 21,600,000	$ 20,800,000
Capital Bank Financial Corporation
Defined Benefit Plan Disclosure [Line Items]
Contributions to qualified plans		5,100,000
Defined benefit plan, benefit obligation, business combination	$ 18,500,000
Defined benefit plan, plan assets, business combination	$ 13,200,000
Defined benefit plan, benefit obligation		18,700,000		18,700,000
Fair value of plan assets		$ 18,600,000		$ 18,600,000
Change in Assumptions for Defined Benefit Plans
Defined Benefit Plan Disclosure [Line Items]
Decrease in interest cost					$ 5,800,000

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Pension, Savings, And Other Employee Benefits (Schedule of Assumptions Used in the Defined Benefit Plans) (Details)	3 Months Ended			12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Qualified pension
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation, discount rate				3.76%	4.39%	4.68%
Defined benefit plan assumptions used calculating net periodic benefit cost, discount rate				4.37%	4.69%	4.30%
Nonqualified pension
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation, discount rate				3.59%	4.07%	4.33%
Defined benefit plan assumptions used calculating net periodic benefit cost, discount rate				4.07%	4.34%	4.00%
Other nonqualified pension
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation, discount rate				3.19%	3.39%	3.57%
Defined benefit plan assumptions used calculating net periodic benefit cost, discount rate				3.39%	3.57%	3.35%
Postretirement benefits | Minimum
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation, discount rate				3.37%	3.67%	3.76%
Defined benefit plan assumptions used calculating net periodic benefit cost, discount rate	3.68%	3.84%	3.45%
Postretirement benefits | Maximum
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation, discount rate				3.87%	4.57%	4.87%
Defined benefit plan assumptions used calculating net periodic benefit cost, discount rate	4.57%	4.87%	4.45%
Qualified pension/ postretirement benefits
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation expected long term return on assets				4.20%	4.50%	6.00%
Defined benefit plan assumptions used calculating net periodic benefit cost, expected long-term rate of return on plan assets				4.50%	6.00%	5.85%
Postretirement benefit (retirees post January 1, 1993)
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation expected long term return on assets				5.95%	6.00%	6.15%
Defined benefit plan assumptions used calculating net periodic benefit cost, expected long-term rate of return on plan assets				6.00%	6.15%	6.35%
Postretirement benefit (retirees prior to January 1, 1993)
Defined Benefit Plan Disclosure [Line Items]
Defined benefit plan assumptions used calculating benefit obligation expected long term return on assets				2.15%	2.15%	2.10%
Defined benefit plan assumptions used calculating net periodic benefit cost, expected long-term rate of return on plan assets				2.15%	2.10%	2.30%

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Pension, Savings, And Other Employee Benefits (Schedule Of Components Of Net Periodic Benefit Cost) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 37	$ 39	$ 40
Interest cost	29,380	31,216	36,424
Expected return on plan assets	(36,015)	(39,123)	(37,516)
Amortization of unrecognized, Prior service cost/(credit)	52	196	333
Amortization of unrecognized, Actuarial (gain)/loss	9,521	8,141	10,103
Net periodic benefit cost	2,975	469	9,384
ASC 715 curtailment (income)	0	0	0
ASC 715 settlement expense	43	0	0
Total periodic benefit costs	3,018	469	9,384
Other Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	107	110	146
Interest cost	1,305	1,292	1,413
Expected return on plan assets	(947)	(913)	(956)
Amortization of unrecognized, Prior service cost/(credit)	95	170	(830)
Amortization of unrecognized, Actuarial (gain)/loss	(567)	(810)	(1,014)
Net periodic benefit cost	(7)	(151)	(1,241)
ASC 715 curtailment (income)	0	0	(8,283)
ASC 715 settlement expense	0	0	0
Total periodic benefit costs	$ (7)	$ (151)	$ (9,524)

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Pension, Savings, And Other Employee Benefits (Schedule of Beneft Obligation and Plan Assets ) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Change in plan assets
Funded status of the plans		$ 18,100
Pension Benefits
Change in benefit obligation
Benefit obligation, beginning of year	$ 804,542	816,529
Service cost	37	39	$ 40
Interest cost	29,380	31,216	36,424
Actuarial (gain)/loss	63,876	12,733
Actual benefits paid	(56,951)	(55,975)
Benefit obligation, end of year	840,884	804,542	816,529
Change in plan assets
Fair value of plan assets, beginning of year	778,872	638,169
Actual return on plan assets	84,534	27,448
Employer contributions	4,789	169,230
Actual benefits paid – settlement payments	0	0
Actual benefits paid – other payments	(56,951)	(55,975)
Fair value of plan assets, end of year	811,244	778,872	638,169
Funded status of the plans	(29,640)	(25,670)
Amounts recognized in the Statements of Condition
Other assets	11,238	18,104
Other liabilities	(40,878)	(43,774)
Net asset/(liability) at end of year	(29,640)	(25,670)
Other Benefits
Change in benefit obligation
Benefit obligation, beginning of year	35,403	33,166
Service cost	107	110	146
Interest cost	1,305	1,292	1,413
Actuarial (gain)/loss	3,733	2,110
Actual benefits paid	(986)	(1,275)
Benefit obligation, end of year	39,562	35,403	33,166
Change in plan assets
Fair value of plan assets, beginning of year	16,717	16,128
Actual return on plan assets	2,458	991
Employer contributions	564	873
Actual benefits paid – settlement payments	(986)	(1,275)
Actual benefits paid – other payments	0	0
Fair value of plan assets, end of year	18,753	16,717	$ 16,128
Funded status of the plans	(20,809)	(18,686)
Amounts recognized in the Statements of Condition
Other assets	15,254	13,050
Other liabilities	(36,063)	(31,736)
Net asset/(liability) at end of year	$ (20,809)	$ (18,686)

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Pension, Savings, And Other Employee Benefits (Schedule of Balances Reflected in AOCI On a Pre-Tax Basis) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Pension Benefits
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Prior service cost/(credit)	$ 0	$ 52
Net actuarial (gain)/loss	385,517	379,724
Total	385,517	379,776
Other Benefits
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Prior service cost/(credit)	0	95
Net actuarial (gain)/loss	(5,093)	(8,076)
Total	$ (5,093)	$ (7,981)

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Pension, Savings, And Other Employee Benefits (Schedule of Amounts Recognized in Other Comprehensive Income) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Pension Benefits
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss) [Abstract]
Net actuarial (gain)/loss arising during measurement period	$ 15,357	$ 24,408
Items amortized during the measurement period:
Prior service credit/(cost)	(52)	(196)
Net actuarial gain/(loss)	(9,521)	(8,141)
Total recognized in other comprehensive income	5,784	16,071
Other Benefits
Defined Benefit Plan, Amounts Recognized in Other Comprehensive Income (Loss) [Abstract]
Net actuarial (gain)/loss arising during measurement period	2,222	2,032
Items amortized during the measurement period:
Prior service credit/(cost)	(95)	(170)
Net actuarial gain/(loss)	567	810
Total recognized in other comprehensive income	$ 2,694	$ 2,672

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Pension, Savings, And Other Employee Benefits (Schedule of Expected Benefit Payment) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]
Exercise of stock options	$ 6,132	$ 22,479	$ 7,219
Pension Benefits
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]
2018	36,117
2019	38,554
2020	40,784
2021	42,536
2022	43,381
2023-2027	234,305
Other Benefits
Defined Benefit Plan, Expected Future Benefit Payment [Abstract]
2018	2,543
2019	1,590
2020	1,647
2021	1,710
2022	1,775
2023-2027	$ 9,963

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Pension, Savings, And Other Employee Benefits (Schedule of Fair Value of Plan Assets) (Details) - Pension Benefits - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	$ 811,244	$ 778,872	$ 638,169
Cash equivalents and money market funds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	21,152	23,815
Fixed income securities: | U.S. treasuries
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	27,173	30,576
Fixed income securities: | Corporate, municipal and foreign bonds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	762,919	505,374
Common and collective funds:
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets		219,107
Level 1
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	21,152	23,815
Level 1 | Cash equivalents and money market funds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	21,152	23,815
Level 1 | Fixed income securities: | U.S. treasuries
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Level 1 | Fixed income securities: | Corporate, municipal and foreign bonds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Level 1 | Common and collective funds:
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets		0
Level 2
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	790,092	755,057
Level 2 | Cash equivalents and money market funds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Level 2 | Fixed income securities: | U.S. treasuries
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	27,173	30,576
Level 2 | Fixed income securities: | Corporate, municipal and foreign bonds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	762,919	505,374
Level 2 | Common and collective funds:
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets		219,107
Level 3
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Level 3 | Cash equivalents and money market funds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Level 3 | Fixed income securities: | U.S. treasuries
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Level 3 | Fixed income securities: | Corporate, municipal and foreign bonds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	$ 0	0
Level 3 | Common and collective funds:
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets		$ 0

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Pension, Savings, And Other Employee Benefits (Schedule of Retiree Medical Plan Assets By Asset Category) (Details) - Other Benefits - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	$ 18,753	$ 16,717	$ 16,128
Level 1
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	18,753	16,717
Level 2
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Level 3
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Cash equivalents and money market funds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	364	626
Cash equivalents and money market funds | Level 1
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	364	626
Cash equivalents and money market funds | Level 2
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Cash equivalents and money market funds | Level 3
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Equity mutual funds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	11,402	10,443
Equity mutual funds | Level 1
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	11,402	10,443
Equity mutual funds | Level 2
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Equity mutual funds | Level 3
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Fixed income mutual funds
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	6,987	5,648
Fixed income mutual funds | Level 1
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	6,987	5,648
Fixed income mutual funds | Level 2
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	0	0
Fixed income mutual funds | Level 3
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Fair value of plan assets	$ 0	$ 0

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Stock Options, Restricted Stock, and Dividend Reinvestment Plans (Narrative) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)	1,238,754
Number of shares available for grant (in shares)	7,927,593
Award vesting period	3 years
Value of annual equity awards to non employee directors	$ 65,000	$ 65,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross	1,483,323	971,328	595,229
Total intrinsic value of options exercised	$ 2,500,000	$ 10,600,000	$ 2,800,000
Grants in period, weighted average grant date fair value (in dollars per share)	$ 4.69	$ 2.95	$ 4.01
Stock-based compensation expense	$ 20,627,000	$ 17,536,000	$ 13,796,000
Total income tax benefits recognized	$ 7,900,000	6,700,000	5,300,000
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	4 years
Stock Appreciation Rights (SARs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)	0
Nonvested Restricted Stock Plans
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized	$ 27,600,000
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition	2 years 6 months
Total grant date fair value of shares vested	$ 9,900,000	$ 9,700,000	$ 9,900,000
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized	$ 2,200,000
Employee service share-based compensation, nonvested awards, compensation cost not yet recognized, period for recognition	3 years 2 months 12 days
Expiration period	20 years
Equity Compensation Plans
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares available for grant (in shares)	10,233,661
Performance Condition Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Duration of performance evaluation		3 years	3 years
Performance Condition Awards | PSUs Granted After Two Thousand Fourteen
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Post vest holding period	2 years
Percent of performance condition achieved	11250.00%
Market Condition Award | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	7 years
Market Condition Award | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period	5 years
Dividend Reinvestment Plan | Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Quarterly value of shares available for purchase under dividend reinvestment and stock purchase plan	$ 25
Dividend Reinvestment Plan | Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Quarterly value of shares available for purchase under dividend reinvestment and stock purchase plan	$ 10,000
Capital Bank Financial Corporation | Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period	10 years

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Stock Options, Restricted Stock, and Dividend Reinvestment Plans (Summary of Restricted and Performance Stock Activity) (Details) - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Shares/ Units:
Nonvested on January 1, 2017 (in shares)	4,004,402
Shares/units granted (in shares)	1,238,754
Shares/units vested (in shares)	(847,107)
Shares/units cancelled (in shares)	(424,833)
Nonvested on December 31, 2017 (in shares)	3,971,216	4,004,402
Weighted average grant date fair value (per share)
Nonvested on January 1, 2017 (dollars per share)	$ 11.28
Shares/units granted (in dollars per share)	18.83	$ 12.90	$ 13.90
Shares/units vested (in dollars per share)	11.64
Shares/units cancelled (in dollars per share)	10.51
Nonvested on December 31, 2017 (dollars per share)	$ 12.92	$ 11.28

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Stock Options, Restricted Stock, and Dividend Reinvestment Plans (Summary of Stock Option Activity) (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) $ / shares shares
Options Outstanding
Beginning of period, Outstanding (in shares) | shares	5,937,156
Options converted from CBF (in shares) | shares	1,059,685
Options granted (in shares) | shares	423,638
Options exercised (in shares) | shares	(475,995)
Options expired/cancelled (in shares) | shares	(335,913)
End of period, Outstanding (in shares) | shares	6,608,571
Options exercisable (in shares) | shares	5,016,496
Options expected to vest (in shares) | shares	1,592,075
Weighted Average Exercise Price (per share)
Beginning of period, weighted average exercise price (in dollars per share) | $ / shares	$ 17.86
Options converted from CBF, weighted average exercise price (in dollars per share) | $ / shares	11.54
Options granted, weighted average exercise price (in dollars per share) | $ / shares	19.73
Options exercised, weighted average exercise price (in dollars per share) | $ / shares	13.66
Options expired/cancelled, weighted average exercise price (in dollars per share) | $ / shares	27.21
End of period, weighted average exercise price (in dollars per share) | $ / shares	$ 16.80
Outstanding, weighted average contractual term	3 years 2 months 5 days
Outstanding, aggregate intrinsic value | $	$ 34,003
Options exercisable, weighted average exercise price (in dollars per share) | $ / shares	$ 17.65
Options exercisable, weighted average contractual term	2 years 6 months 22 days
Options exercisable, aggregate intrinsic value | $	$ 24,646
Options expected to vest, weighted average exercise price (in dollars per share) | $ / shares	$ 14.11
Options expected to vest, weighted average remaining contractual term	5 years 1 month 17 days
Options expected to vest, aggregate intrinsic value | $	$ 9,358

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Stock Options, Restricted Stock, and Dividend Reinvestment Plans (Summary of Assumptions to Estimate the Fair Value of Stock Options) (Details) - Employee Stock Option	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	1.82%	2.41%	1.68%
Expected weighted-average lives of options granted	6 years 1 month 2 days	6 years 2 months 9 days	6 years 2 months 5 days
Expected weighted-average volatility	26.90%	32.84%	32.26%
Expected volatility range, min	24.36%	30.73%	23.67%
Expected volatility range, max	29.44%	34.95%	40.85%
Risk-free interest rate	2.07%	1.28%	1.68%

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Business Segment Information (Amounts of Consolidated Revenue, Expense, Tax and Assets) (Details)	9 Months Ended	12 Months Ended
	Sep. 30, 2017 USD ($)	Dec. 31, 2017 USD ($) segment	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Segment Reporting, Measurement Disclosures [Abstract]
Number of operating segments | segment		4
Segment Reporting Information [Line Items]
Net interest income		$ 842,314,000	$ 729,084,000	$ 653,720,000
Provision/(provision credit) for loan losses		0	11,000,000	9,000,000
Noninterest income		490,219,000	552,441,000	517,325,000
Noninterest expense		1,023,661,000	925,204,000	1,053,791,000
Income/(loss) before income taxes		308,872,000	345,321,000	108,254,000
Provision/(benefit) for income taxes (Note 15)		131,892,000	106,810,000	10,941,000
Net income/(loss)	$ 176,980,000	176,980,000	238,511,000	97,313,000
Average assets		29,924,813,000	27,427,227,000	25,635,975,000
(Gain)/loss on securities		(109,000)	144,000	458,000
Depreciation and amortization		70,924,000	64,673,000	60,743,000
Expenditures for long-lived assets		287,642,000	62,554,000	43,514,000
Regional Banking
Segment Reporting Information [Line Items]
Net interest income		848,952,000	741,852,000	655,152,000
Provision/(provision credit) for loan losses		21,647,000	38,887,000	34,545,000
Noninterest income		258,609,000	249,003,000	251,586,000
Noninterest expense		629,773,000	615,821,000	562,799,000
Income/(loss) before income taxes		456,141,000	336,147,000	309,394,000
Provision/(benefit) for income taxes (Note 15)		162,985,000	120,100,000	110,349,000
Net income/(loss)		293,156,000	216,047,000	199,045,000
Average assets		19,621,764,000	17,143,464,000	14,932,207,000
Depreciation and amortization		43,255,000	39,177,000	37,997,000
Expenditures for long-lived assets		276,012,000	51,354,000	37,367,000
Fixed Income
Segment Reporting Information [Line Items]
Net interest income		18,010,000	10,765,000	15,517,000
Noninterest income		217,077,000	269,339,000	231,314,000
Noninterest expense		210,937,000	229,576,000	220,149,000
Income/(loss) before income taxes		24,150,000	50,528,000	26,682,000
Provision/(benefit) for income taxes (Note 15)		7,919,000	18,070,000	8,999,000
Net income/(loss)		16,231,000	32,458,000	17,683,000
Average assets		2,544,842,000	2,365,661,000	2,370,355,000
Depreciation and amortization		9,026,000	5,981,000	6,108,000
Expenditures for long-lived assets		2,106,000	2,099,000	1,706,000
Corporate
Segment Reporting Information [Line Items]
Net interest income		(58,915,000)	(65,902,000)	(71,680,000)
Noninterest income		8,926,000	20,436,000	23,331,000
Noninterest expense		139,390,000	58,913,000	57,830,000
Income/(loss) before income taxes		(189,379,000)	(104,379,000)	(106,179,000)
Provision/(benefit) for income taxes (Note 15)		(45,922,000)	(55,777,000)	(80,085,000)
Net income/(loss)		(143,457,000)	(48,602,000)	(26,094,000)
Average assets		6,278,281,000	6,030,313,000	6,001,168,000
(Gain)/loss on securities		14,300,000
Depreciation and amortization		18,249,000	19,078,000	16,054,000
Expenditures for long-lived assets		9,383,000	8,946,000	3,971,000
Non-Strategic
Segment Reporting Information [Line Items]
Net interest income		34,267,000	42,369,000	54,731,000
Provision/(provision credit) for loan losses		(21,647,000)	(27,887,000)	(25,545,000)
Noninterest income		5,607,000	13,663,000	11,094,000
Noninterest expense		43,561,000	20,894,000	213,013,000
Income/(loss) before income taxes		17,960,000	63,025,000	(121,643,000)
Provision/(benefit) for income taxes (Note 15)		6,910,000	24,417,000	(28,322,000)
Net income/(loss)		11,050,000	38,608,000	(93,321,000)
Average assets		1,479,926,000	1,887,789,000	2,332,245,000
Depreciation and amortization		394	437,000	584,000
Expenditures for long-lived assets		$ 141,000	$ 155,000	$ 470,000

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Variable Interest Entities (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Nov. 30, 2017
Variable Interest Entities [Abstract]
Expenses associated with LIHTC investments accounted for using the equity method	$ 1,800	$ 1,800	$ 3,400
Capital Bank Financial Corporation
Business Acquisition [Line Items]
Acquired junior subordinated debt				$ 187,169
Junior Subordinated Debt | Capital Bank Financial Corporation
Business Acquisition [Line Items]
Acquired junior subordinated debt				$ 212,400

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Variable Interest Entities (Summary of VIE Consolidated By FHN) (Details) - USD ($) $ in Thousands	Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015	Dec. 31, 2014
Assets:
Cash and due from banks	$ 639,073		$ 373,274
Loans, net of unearned income	27,658,929	[1]	19,589,520	[1]	$ 17,686,502
Less: Allowance for loan losses	189,555		202,068		$ 210,242	$ 232,448
Total net loans	27,469,374		19,387,452
Other assets	1,723,189		1,406,711
Total assets	41,423,388		28,555,231
Liabilities:
Term borrowings (Note 10)	1,218,097		1,040,656
Other liabilities	549,234		467,944
Total liabilities	36,842,900		25,850,147
On Balance Sheet Consumer Loan Securitizations
Assets:
Cash and due from banks	0		0
Loans, net of unearned income	24,175		35,873
Less: Allowance for loan losses	0		587
Total net loans	24,175		35,286
Other assets	47		283
Total assets	24,222		35,569
Liabilities:
Term borrowings (Note 10)	11,226		23,126
Other liabilities	2		3
Total liabilities	11,228		23,129
Rabbi Trusts Used For Deferred Compensation Plans
Assets:
Other assets	80,479		74,160
Total assets	80,479		74,160
Liabilities:
Other liabilities	61,733		54,746
Total liabilities	$ 61,733		$ 54,746

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

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Variable Interest Entities (Summary of the Impact of Qualifying LIHTC Investments) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Variable Interest Entity [Line Items]
LIHTC credits and benefits, net of amortization	$ (5,327)	$ (6,165)	$ (7,239)
Low income housing tax credits
Variable Interest Entity [Line Items]
Amortization of qualifying LIHTC investments	14,037	14,223	13,496
LIHTC credits and benefits, net of amortization	(11,037)	(10,100)	(9,450)
Other tax benefits related to qualifying LIHTC investments
Variable Interest Entity [Line Items]
LIHTC credits and benefits, net of amortization	$ (5,045)	$ (9,779)	$ (10,787)

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Variable Interest Entities (Summary of VIE Not Consolidated By FHN) (Details) - USD ($) $ in Thousands	Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015
Variable Interest Entity [Line Items]
Loans, net of unearned income	$ 27,658,929	[1]	$ 19,589,520	[1]	$ 17,686,502
Term borrowings (Note 10)	1,218,097		1,040,656
Trading securities	1,416,345		897,071
Securities available-for-sale (Note 3)	5,170,255		3,943,499
Low income housing partnerships
Variable Interest Entity [Line Items]
Maximum Loss Exposure	94,798		73,582
Maximum loss exposure, contractual funding commitments	33,300		17,400
Liability Recognized	33,348		17,398
Low income housing partnerships | Other Assets
Variable Interest Entity [Line Items]
Maximum loss exposure, current investments	61,500		56,200
Other tax credit investments
Variable Interest Entity [Line Items]
Maximum Loss Exposure	20,394		21,898
Liability Recognized	0		0
Other tax credit investments | Other Assets
Variable Interest Entity [Line Items]
Maximum loss exposure, current investments	18,000		18,000
Small issuer trust preferred holdings
Variable Interest Entity [Line Items]
Maximum Loss Exposure	332,455		332,985
Liability Recognized	0		0
On-balance sheet trust preferred securitization
Variable Interest Entity [Line Items]
Maximum Loss Exposure	48,817		49,361
Liability Recognized	65,357		64,812
Loans, net of unearned income	112,500		112,500
Term borrowings (Note 10)	65,400		64,800
Trading securities	1,700		1,700
Proprietary residential mortgage securitizations
Variable Interest Entity [Line Items]
Maximum Loss Exposure	2,151		2,568
Liability Recognized	0		0
Holdings of agency mortgage-backed securities
Variable Interest Entity [Line Items]
Maximum Loss Exposure	5,349,287		4,163,313
Liability Recognized	0		0
Trading securities	500,000		400,000
Securities available-for-sale (Note 3)	4,800,000		3,800,000
Commercial loan troubled debt restructurings
Variable Interest Entity [Line Items]
Maximum Loss Exposure	19,411		42,696
Maximum loss exposure, contractual funding commitments	300		5,200
Liability Recognized	0		0
Loans, net of unearned income	19,100		37,500
Sale-leaseback transaction
Variable Interest Entity [Line Items]
Maximum Loss Exposure	14,827		11,827
Liability Recognized	0		$ 0
Proprietary trust preferred issuances
Variable Interest Entity [Line Items]
Maximum Loss Exposure	0
Liability Recognized	$ 212,378

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

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Derivatives (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016
Derivative Instruments, Gain (Loss) [Line Items]
Collateral cash receivables			$ 27,800	$ 47,800
Collateral cash payables			28,300	32,800
Total trading revenues			173,900	229,700
Other long term borrowings			1,218,097	1,040,656
Derivative liabilities not subject to master netting agreements			15,200	39,500
Derivative assets not subject to master netting agreements			10,200	33,700
Cash flow hedge length of time, maximum	7 years	5 years
Cash flow hedge length of time, minimum	3 years
Hedged amount of foreign currency denominated loans			1,500	3,800
Cash Flow Hedge | Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Variability in cash flows related to debt instruments (primarily loans)	$ 650,000	$ 250,000
Visa Class B Shares
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liabilities related to sale			5,600	6,200
Long Term Debt Hedged With Fair Value Interest Rate Derivatives Using Long Haul Method
Derivative Instruments, Gain (Loss) [Line Items]
Other long term borrowings			500,000
Net fair value of interest rate derivatives hedging subordinated debt			200	7,300
Long Term Debt Hedged With Fair Value Interest Rate Derivatives Using Long Haul Method | First Tennessee Bank National Association
Derivative Instruments, Gain (Loss) [Line Items]
Other long term borrowings			400,000
Net fair value of interest rate derivatives hedging subordinated debt			100	1,600
Additional Derivative Agreements | Derivative Instruments With Accelerated Termination Provisions
Derivative Instruments, Gain (Loss) [Line Items]
Collateral received			118,600	137,500
Securities posted collateral			6,700	12,900
Net fair value of derivative assets with adjustable posting thresholds			22,800	35,900
Net fair value of derivative liabilities with adjustable posting thresholds			19,400	19,600
Additional Derivative Agreements | Derivative Instruments With Adjustable Collateral Posting Thresholds
Derivative Instruments, Gain (Loss) [Line Items]
Collateral received			119,300	137,600
Securities posted collateral			18,900	39,300
Net fair value of derivative assets with adjustable posting thresholds			23,300	35,900
Net fair value of derivative liabilities with adjustable posting thresholds			34,500	49,000
Interest Rate Contract | Cash Flow Hedge | Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Variability in cash flows related to debt instruments (primarily loans)			$ 900,000	$ 250,000

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Derivatives (Derivatives Associated with Fixed Income Trading Activities) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Customer Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	$ 2,026,753	$ 1,697,992
Assets	22,097	39,495
Liabilities	18,323	14,996
Offsetting Upstream Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	2,026,753	1,697,992
Assets	17,931	14,996
Liabilities	20,720	39,495
Option Contracts Purchased | Short
Derivative Instruments, Gain (Loss) [Line Items]
Notional		5,000
Assets		0
Liabilities		8
Option Contracts Purchased | Long
Derivative Instruments, Gain (Loss) [Line Items]
Notional	20,000	17,500
Assets	15	63
Liabilities	0	0
Forwards and Futures Purchased
Derivative Instruments, Gain (Loss) [Line Items]
Notional	6,257,140	2,916,750
Assets	4,354	6,257
Liabilities	5,526	26,659
Forwards and Futures Sold
Derivative Instruments, Gain (Loss) [Line Items]
Notional	6,292,012	3,085,396
Assets	5,806	27,330
Liabilities	$ 4,010	$ 6,615

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Derivatives (Derivatives Associated With Interest Rate Risk Management Activities) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Customer Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	$ 2,026,753	$ 1,697,992
Assets	22,097	39,495
Liabilities	18,323	14,996
Offsetting Upstream Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	2,026,753	1,697,992
Assets	17,931	14,996
Liabilities	20,720	39,495
Customer Interest Rate Contracts Hedging | Hedging Instruments And Hedged Items | Customer Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	1,608,912	1,357,920
Assets	11,644	17,566
Liabilities	19,780	14,277
Customer Interest Rate Contracts Hedging | Hedging Instruments And Hedged Items | Offsetting Upstream Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	1,608,912	1,357,920
Assets	18,473	14,277
Liabilities	11,019	18,066
Debt Hedging | Hedging Instruments And Hedged Items | Interest Rate Swap
Derivative Instruments, Gain (Loss) [Line Items]
Notional	900,000	900,000
Assets	371	1,628
Liabilities		7,276
Debt Hedging | Hedging Instruments And Hedged Items | Term Borrowings
Derivative Instruments, Gain (Loss) [Line Items]
Term borrowings	$ 900,000	$ 900,000

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Derivatives (Gains/(Losses) on Derivatives Associated with Interest Rate Risk Management Activities) (Details) - Hedging Instruments And Hedged Items - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Customer Interest Rate Contracts Hedging | Customer Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Gains/(Losses) Related to Interest Rate Derivatives	$ (10,703)	$ (22,969)	$ 604
Customer Interest Rate Contracts Hedging | Offsetting Upstream Interest Rate Contracts
Derivative Instruments, Gain (Loss) [Line Items]
Gains/(Losses) Related to Interest Rate Derivatives	10,699	22,969	(604)
Debt Hedging | Interest Rate Swap
Derivative Instruments, Gain (Loss) [Line Items]
Gains/(Losses) Related to Interest Rate Derivatives	(7,766)	(3,552)	(23,194)
Debt Hedging | Term Borrowings
Derivative Instruments, Gain (Loss) [Line Items]
Gains/(Losses) related to term borrowings	$ 7,582	$ 3,429	$ 23,414

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Derivatives (Derivatives Associated With Cash Flow Hedges) (Details) - Cash Flow Hedge - Hedging Instruments And Hedged Items - USD ($) $ in Thousands	Dec. 31, 2017	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016
Derivative Instruments, Gain (Loss) [Line Items]
Variability in cash flows related to debt instruments (primarily loans)		$ 650,000		$ 250,000
Interest Rate Contract
Derivative Instruments, Gain (Loss) [Line Items]
Variability in cash flows related to debt instruments (primarily loans)	$ 900,000		$ 250,000
Interest Rate Swap
Derivative Instruments, Gain (Loss) [Line Items]
Notional	900,000		250,000
Cash Flow Hedge Derivative Instrument Assets at Fair Value	$ 942
Liabilities			$ 2,045

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Derivatives (Gains/(Losses) on Derivatives Associated with Cash Flow Hedges) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Derivative Instruments, Gain (Loss) [Line Items]
Gain/Loss expected to be reclassified to earnings in the next twelve months	$ (3,000)
Cash Flow Hedge | Hedging Instruments And Hedged Items | Interest Rate Swap
Derivative Instruments, Gain (Loss) [Line Items]
Gains/(Losses)	$ (8,264)	$ (2,045)

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Derivatives (Schedule Of Derivative Activities Associated With Trust Preferred Loans) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	[1]	Dec. 31, 2016		Dec. 31, 2015
Derivative Instruments, Gain (Loss) [Line Items]
Loans, net of unearned income	$ 27,658,929		$ 19,589,520	[1]	$ 17,686,502
Loan Portfolio Hedging | Hedging Instruments And Hedged Items | Interest Rate Swap
Derivative Instruments, Gain (Loss) [Line Items]
Notional			6,500
Liabilities			208
Loan Portfolio Hedging | Hedging Instruments And Hedged Items | Trust Preferred Loans
Derivative Instruments, Gain (Loss) [Line Items]
Loans, net of unearned income			$ 6,500

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

XML

Derivatives (Gains/(Losses) on Derivatives Associated with Trust Preferred Loans) (Details) - Loan Portfolio Hedging - Hedging Instruments And Hedged Items - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Interest Rate Swap
Derivative Instruments, Gain (Loss) [Line Items]
Gains/(Losses) Related to Interest Rate Derivatives	$ 280	$ 256
Trust Preferred Loans
Derivative Instruments, Gain (Loss) [Line Items]
Gains/(Losses) Related to Changes in Fair Value Attributable to Interest Rate Risk	$ (276)	$ (253)

XML

Derivatives (Derivative Assets And Collateral Received) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Derivative [Line Items]
Gross amounts of recognized assets	$ 81,634	$ 121,654
Derivative assets not subject to master netting agreements	10,200	33,700
Derivatives, interest rate contracts | Subject to Master Netting Agreements
Derivative [Line Items]
Gross amounts of recognized assets	71,458	87,962
Gross amounts offset in the Statements of Condition	0	0
Net amounts of assets presented in the Statements of Condition	71,458	87,962
Gross amounts not offset in the Statements of Condition, Derivative liabilities available for offset	(17,278)	(25,953)
Gross amounts not offset in the Statements of Condition, Collateral received	(33,370)	(52,888)
Net amount	$ 20,810	$ 9,121

XML

Derivatives (Derivative Liabilities and Collateral Pledged) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Derivative [Line Items]
Gross amounts of recognized liabilities	$ 85,061	$ 135,897
Derivative liabilities not subject to master netting agreements	15,200	39,500
Subject to Master Netting Agreements | Derivatives, interest rate contracts
Derivative [Line Items]
Gross amounts of recognized liabilities	69,842	96,363
Gross amounts offset in the Statements of Condition	0	0
Net amounts of liabilities presented in the Statements of Condition (a)	69,842	96,363
Gross amounts not offset in the Statements of Condition, Derivative assets available for offset	(17,278)	(25,953)
Gross amounts not offset in the Statements of Condition, Collateral pledged	(51,801)	(60,746)
Net amount	$ 763	$ 9,664

XML

Securities Purchased Under Agreements To Resell And Collateral Pledged By Counterparties (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Securities Purchased under Agreements to Resell [Abstract]
Gross amounts of recognized assets	$ 725,609	$ 613,682
Gross amounts offset in the Statements of Condition	0	0
Net amounts of assets presented in the Statements of Condition	725,609	613,682
Offsetting securities sold under agreements to repurchase	(259)	(1,628)
Securities collateral (not recognized on FHN’s Statements of Condition)	(720,036)	(603,813)
Net amount	$ 5,314	$ 8,241

XML

Securities Sold Under Agreements To Repurchase And Collateral Pledged By Company (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Securities Sold under Agreements to Repurchase [Abstract]
Gross amounts of recognized liabilities	$ 656,602	$ 453,053
Gross amounts offset in the Statements of Condition	0	0
Net amounts of liabilities presented in the Statements of Condition	656,602	453,053
Offsetting securities purchased under agreements to resell	(259)	(1,628)
Securities/ government guaranteed loans collateral	(656,216)	(451,414)
Net amount	$ 127	$ 11

XML

Schedule of the Remaining Contractual Maturity by Collateral Type of Securities Sold Under Agreements To Repurchase (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	$ 656,602	$ 453,053
U.S. treasuries
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	13,830	14,864
Government agency issued MBS
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	430,186	421,771
Government agency issued CMO
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	57,703	16,418
Government guaranteed loans (SBA and USDA)
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	154,883
Overnight and Continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	647,571	436,635
Overnight and Continuous | U.S. treasuries
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	13,830	14,864
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	424,821	421,771
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	54,037	0
Overnight and Continuous | Government guaranteed loans (SBA and USDA)
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	154,883
Up to 30 Days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	9,031	16,418
Up to 30 Days | U.S. treasuries
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	5,365	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	3,666	$ 16,418
Up to 30 Days | Government guaranteed loans (SBA and USDA)
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	$ 0

XML

Fair Value of Assets & Liabilities (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended			12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Segment Reporting Information [Line Items]
Gain/(loss) on instrument specific credit risk				$ 0.5	$ 1.5	$ 0.4
Corporate
Segment Reporting Information [Line Items]
Long-lived asset impairment	$ 3.0	$ 2.0
Regional Banking
Segment Reporting Information [Line Items]
Long-lived asset impairment	$ 0.8		$ 3.7

XML

Fair Value of Assets & Liabilities (Schedule Of Assets And Liabilities Measured At Fair Value On A Recurring Basis) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	$ 1,416,345	$ 897,071
Loans held-for-sale	20,881	24,269
Securities available-for-sale (Note 3)	5,170,255	3,943,499
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	20,881	24,269
Securities available-for-sale (Note 3)	4,931,402	3,781,994
Total other assets	121,456	155,479
Total assets	6,490,084	4,858,813
Total trading liabilities - fixed income	638,515	561,848
Total other liabilities	85,061	135,897
Total liabilities	723,576	697,745
Recurring | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	506,679	381,229
Recurring | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income		844
Recurring | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	131,836	179,775
Recurring | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	9,535	33,274
Recurring | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	69,842	96,371
Recurring | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	5,684	6,252
Recurring | Fixed Income
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	1,414,194	894,503
Recurring | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	128,995	146,988
Securities available-for-sale (Note 3)	99	100
Recurring | Government agency issued mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	227,038	256,611
Securities available-for-sale (Note 3)	2,577,376	2,208,687
Recurring | Government agency issued collateralized mortgage obligations (“CMO”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	275,014	150,058
Securities available-for-sale (Note 3)	2,269,858	1,547,958
Recurring | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	54,699	52,314
Recurring | States and municipalities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	34,573	60,351
Recurring | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	693,877	227,939
Securities available-for-sale (Note 3)	55,782
Recurring | SBA - Interest Only Strips
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Securities available-for-sale (Note 3)	1,270
Recurring | Equity, Mutual Funds, And Other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	(2)	242
Securities available-for-sale (Note 3)	27,017	25,249
Recurring | Trading securities—mortgage banking
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	2,151	2,568
Recurring | Mortgage servicing rights
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		985
Recurring | Deferred compensation assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	39,822	32,840
Recurring | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	10,161	33,587
Recurring | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	71,473	88,025
Recurring | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		42
Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	0	0
Securities available-for-sale (Note 3)	27,017	25,249
Total other assets	49,983	66,427
Total assets	77,000	91,676
Total trading liabilities - fixed income	0	0
Total other liabilities	9,535	33,274
Total liabilities	9,535	33,274
Recurring | Level 1 | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | Level 1 | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income		0
Recurring | Level 1 | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | Level 1 | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	9,535	33,274
Recurring | Level 1 | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Level 1 | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Level 1 | Fixed Income
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Recurring | Level 1 | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0	0
Recurring | Level 1 | Government agency issued mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0	0
Recurring | Level 1 | Government agency issued collateralized mortgage obligations (“CMO”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0	0
Recurring | Level 1 | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Recurring | Level 1 | States and municipalities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Recurring | Level 1 | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0
Recurring | Level 1 | SBA - Interest Only Strips
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Securities available-for-sale (Note 3)	0
Recurring | Level 1 | Equity, Mutual Funds, And Other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	27,017	25,249
Recurring | Level 1 | Trading securities—mortgage banking
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Recurring | Level 1 | Mortgage servicing rights
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		0
Recurring | Level 1 | Deferred compensation assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	39,822	32,840
Recurring | Level 1 | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	10,161	33,587
Recurring | Level 1 | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	0	0
Recurring | Level 1 | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		0
Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	1,955	2,345
Securities available-for-sale (Note 3)	4,903,115	3,756,745
Total other assets	71,473	88,067
Total assets	6,390,737	4,741,655
Total trading liabilities - fixed income	638,515	561,848
Total other liabilities	69,881	96,378
Total liabilities	708,396	658,226
Recurring | Level 2 | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	506,679	381,229
Recurring | Level 2 | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income		844
Recurring | Level 2 | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	131,836	179,775
Recurring | Level 2 | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Level 2 | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	69,842	96,371
Recurring | Level 2 | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	39	7
Recurring | Level 2 | Fixed Income
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	1,414,194	894,498
Recurring | Level 2 | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	128,995	146,988
Securities available-for-sale (Note 3)	99	100
Recurring | Level 2 | Government agency issued mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	227,038	256,611
Securities available-for-sale (Note 3)	2,577,376	2,208,687
Recurring | Level 2 | Government agency issued collateralized mortgage obligations (“CMO”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	275,014	150,058
Securities available-for-sale (Note 3)	2,269,858	1,547,958
Recurring | Level 2 | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	54,699	52,314
Recurring | Level 2 | States and municipalities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	34,573	60,351
Recurring | Level 2 | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	693,877	227,934
Securities available-for-sale (Note 3)	55,782
Recurring | Level 2 | SBA - Interest Only Strips
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Securities available-for-sale (Note 3)	0
Recurring | Level 2 | Equity, Mutual Funds, And Other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	(2)	242
Securities available-for-sale (Note 3)	0	0
Recurring | Level 2 | Trading securities—mortgage banking
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Recurring | Level 2 | Mortgage servicing rights
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		0
Recurring | Level 2 | Deferred compensation assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	0	0
Recurring | Level 2 | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	0	0
Recurring | Level 2 | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	71,473	88,025
Recurring | Level 2 | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		42
Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	18,926	21,924
Securities available-for-sale (Note 3)	1,270	0
Total other assets	0	985
Total assets	22,347	25,482
Total trading liabilities - fixed income	0	0
Total other liabilities	5,645	6,245
Total liabilities	5,645	6,245
Recurring | Level 3 | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | Level 3 | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income		0
Recurring | Level 3 | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | Level 3 | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Level 3 | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Level 3 | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	5,645	6,245
Recurring | Level 3 | Fixed Income
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	5
Recurring | Level 3 | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0	0
Recurring | Level 3 | Government agency issued mortgage-backed securities (“MBS”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0	0
Recurring | Level 3 | Government agency issued collateralized mortgage obligations (“CMO”)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0	0
Recurring | Level 3 | Other U.S. Government Agencies
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Recurring | Level 3 | States and municipalities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Recurring | Level 3 | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	5
Securities available-for-sale (Note 3)	0
Recurring | Level 3 | SBA - Interest Only Strips
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Securities available-for-sale (Note 3)	1,270
Recurring | Level 3 | Equity, Mutual Funds, And Other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	0	0
Securities available-for-sale (Note 3)	0	0
Recurring | Level 3 | Trading securities—mortgage banking
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Trading securities	2,151	2,568
Recurring | Level 3 | Mortgage servicing rights
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		985
Recurring | Level 3 | Deferred compensation assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	0	0
Recurring | Level 3 | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	0	0
Recurring | Level 3 | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets	$ 0	0
Recurring | Level 3 | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other assets		$ 0

XML

Fair Value of Assets & Liabilities (Summary Of Changes In Level 3 Assets And Liabilities Measured At Fair Value) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward]
Beginning balance, net derivative	$ (6,245)	$ (4,810)	$ (5,240)
Total net gains/(losses) included in: Net Income, net derivatives	(596)	(2,634)	(775)
Purchases, net derivatives	0	0	0
Sales, net derivatives	0	0	0
Settlements, net derivatives	1,196	1,199	1,205
Net transfers in/(out) level 3, net derivatives	0	0	0
Ending balance, net derivative	(5,645)	(6,245)	(4,810)
Net unrealized gains/(losses) included in net income	(596)	(2,634)	(775)
Trading securities
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance, assets	2,573	4,377	5,642
Total net gains/(losses) included in : Net income, assets	448	604	369
Purchases, assets	0	0	0
Sales, assets	(5)	0	0
Settlements, assets	(865)	(2,408)	(1,634)
Net transfers into/(out of) Level 3, assets	0	0	0
Ending balance, assets	2,151	2,573	4,377
Net unrealized gains/(losses) included in net income	303	159	369
SBA - Interest Only Strips
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance, assets	0
Total net gains/(losses) included in : Net income, assets	1,021
Purchases, assets	1,413
Sales, assets	(11,431)
Settlements, assets	0
Net transfers into/(out of) Level 3, assets	10,267
Ending balance, assets	1,270	0
Net unrealized gains/(losses) included in net income	(171)
Loans Held For Sale
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance, assets	21,924	27,418	27,910
Total net gains/(losses) included in : Net income, assets	1,547	3,380	2,765
Purchases, assets	168	706	3,116
Sales, assets	0	0	0
Settlements, assets	(4,346)	(6,264)	(4,462)
Net transfers into/(out of) Level 3, assets	(367)	(3,316)	(1,911)
Ending balance, assets	18,926	21,924	27,418
Net unrealized gains/(losses) included in net income	1,547	3,380	2,765
Securities available- for-sale
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance, assets	0	1,500	3,307
Total net gains/(losses) included in : Net income, assets		0	(47)
Purchases, assets		0	0
Sales, assets		0	(1,760)
Settlements, assets		(1,500)	0
Net transfers into/(out of) Level 3, assets		0	0
Ending balance, assets		0	1,500
Net unrealized gains/(losses) included in net income		0	0
Mortgage servicing rights, net
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance, assets	$ 985	1,841	2,517
Total net gains/(losses) included in : Net income, assets		31	0
Purchases, assets		0	0
Sales, assets		(205)	0
Settlements, assets		(682)	(676)
Net transfers into/(out of) Level 3, assets		0	0
Ending balance, assets		985	1,841
Net unrealized gains/(losses) included in net income		$ 0	$ 0

XML

Fair Value of Assets & Liabilities (Nonrecurring Fair Value Measurements) (Details) - USD ($) $ in Thousands		12 Months Ended
		Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		$ 20,881		$ 24,269
Loans, net of unearned income		27,658,929	[1]	19,589,520	[1]	$ 17,686,502
Other real estate owned (OREO)	[2]	43,382		16,237
Net Gains Or Losses Loans Net of Unearned Income		(1,687)		(2,055)		4,087
Net Gains Or Losses Real Estate Acquired by Foreclosure		(996)		(2,041)		(2,868)
Net Gains Or Losses Other Assets		(3,468)		(3,349)		(4,582)
Net Gains Loss On Financial Assets Measured On Nonrecurring Basis		(7,744)		(7,371)		(3,306)
Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans, net of unearned income		26,666		31,070		27,026
Other real estate owned (OREO)		39,566		11,235		24,977
Other assets		26,521		29,609		24,577
Non Recurring | SBAs and USDA
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		466,977		4,286
Net Gains Or Losses Loans Held For Sale		(1,629)		(1)
Non Recurring | First Mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		618		638		729
Net Gains Or Losses Loans Held For Sale		36		75		57
Non Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans, net of unearned income		0		0		0
Other real estate owned (OREO)		0		0		0
Other assets		0		0		0
Non Recurring | Level 1 | SBAs and USDA
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		0		0
Non Recurring | Level 1 | First Mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		0		0		0
Non Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans, net of unearned income		0		0		0
Other real estate owned (OREO)		0		0		0
Other assets		0		0		0
Non Recurring | Level 2 | SBAs and USDA
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		465,504		4,286
Non Recurring | Level 2 | First Mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		0		0		0
Non Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans, net of unearned income		26,666		31,070		27,026
Other real estate owned (OREO)		39,566		11,235		24,977
Other assets		26,521		29,609		24,577
Non Recurring | Level 3 | SBAs and USDA
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		1,473		0
Non Recurring | Level 3 | First Mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale		$ 618		$ 638		$ 729

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

[2] December 31, 2017 and 2016 include $6.3 million and $8.1 million, respectively, of foreclosed residential real estate.

XML

Fair Value of Assets & Liabilities (Schedule Of Unobservable Inputs Utilized In Determining The Fair Value Of Level 3 Recurring And Non-Recurring Measurements) (Details) - USD ($) $ in Thousands		3 Months Ended		12 Months Ended
		Dec. 31, 2017		Dec. 31, 2017		Dec. 31, 2016		Dec. 31, 2015
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Securities available-for-sale		$ 5,170,255		$ 5,170,255		$ 3,943,499
Loans held-for-sale		20,881		20,881		24,269
Loans, net of unearned income		27,658,929	[1]	27,658,929	[1]	19,589,520	[1]	$ 17,686,502
Other real estate owned (OREO)	[2]	43,382		43,382		16,237
Residential Real Estate
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Other real estate owned (OREO)		6,300		6,300		8,100
Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Securities available-for-sale		4,931,402		4,931,402		3,781,994
Loans held-for-sale		20,881		20,881		24,269
Total other liabilities		85,061		85,061		135,897
Other assets		121,456		121,456		155,479
Non Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans, net of unearned income		26,666		26,666		31,070		27,026
Other real estate owned (OREO)		39,566		39,566		11,235		24,977
Other assets		26,521		26,521		29,609		24,577
Non Recurring | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans held-for-sale		618		618		638		729
Level 3 | Residential Real Estate
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans held-for-sale		19,544		19,544		22,562
Level 3 | Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Securities available-for-sale		1,270		1,270		0
Loans held-for-sale		18,926		18,926		21,924
Total other liabilities		5,645		5,645		6,245
Other assets		0		0		985
Level 3 | Non Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans, net of unearned income		26,666		26,666		31,070		27,026
Other real estate owned (OREO)		39,566		39,566		11,235		24,977
Other assets		26,521		26,521		29,609		24,577
Level 3 | Non Recurring | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans held-for-sale		618		618		638		$ 729
Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Total other liabilities		5,645		5,645		6,245
Loans Held For Sale - SBA | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans held-for-sale		1,473		1,473
Other Assets | Level 3 | Non Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Other assets		26,521		$ 26,521		$ 29,609
Discounted Cash Flow | Loans Held-For-Sale | Level 3 | Residential Real Estate
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Discounted cash flow		Discounted cash flow
Discounted Cash Flow | Loans Held For Sale - SBA | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Discounted cash flow
Discounted Cash Flow | Derivative Liabilities, Other | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Discounted cash flow		Discounted cash flow
Discounted Cash Flow | Other Assets | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Discounted cash flow		Discounted cash flow
Appraisals From Comparable Properties | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Appraisals from comparable properties		Appraisals from comparable properties
Appraisals From Comparable Properties | Real Estate Acquired By Foreclosure | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Appraisals from comparable properties		Appraisals from comparable properties
Appraisals From Comparable Properties | Other Assets | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Appraisals from comparable properties		Appraisals from comparable properties
Other Collateral Valuations | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Other collateral valuations		Other collateral valuations
Minimum | Discounted Cash Flow | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Visa covered litigation resolution amount		$ 4,400,000				$ 4,400,000
Minimum | Discounted Cash Flow | 2% - 12% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		2.00%
Minimum | Discounted Cash Flow | 5% To 12% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | HELOC
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		5.00%
Minimum | Discounted Cash Flow | 50% - 70% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Foreclosure losses		50.00%				50.00%
Minimum | Discounted Cash Flow | 5% To 30% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loss severity trends		5.00%
Minimum | Discounted Cash Flow | 15% - 100% Of UPB | Loans Held-For-Sale | Level 3 | Residential Real Estate | HELOC
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loss severity trends		15.00%				15.00%
Minimum | Discounted Cash Flow | 8% - 12% Values Utilized | Loans Held For Sale - SBA | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		8.00%
Minimum | Discounted Cash Flow | 9% - 10% Values Utilized | Loans Held For Sale - SBA | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Fair Value Inputs, Bond Equivalent Yield		9.00%
Minimum | Discounted Cash Flow | 10% - 30% Values Utilized | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Probability of resolution scenarios		10.00%				10.00%
Minimum | Discounted Cash Flow | 18 - 48 Months | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Time until resolution		18 months
Minimum | Discounted Cash Flow | 0% - 15% Adjustment to Yield | Other Assets | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Adjustments to current sales yields for specific properties		0.00%				0.00%
Minimum | Discounted Cash Flow | 2% - 13% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds						2.00%
Minimum | Discounted Cash Flow | 3% to 15% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | HELOC
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds						3.00%
Minimum | Discounted Cash Flow | 5% - 50% Of UPB | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loss severity trends						5.00%
Minimum | Discounted Cash Flow | 24 - 54 Months | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Time until resolution						24 months
Minimum | Appraisals From Comparable Properties | 0% - 10% of Appraisal | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Marketability adjustments for specific properties		0.00%				0.00%
Minimum | Appraisals From Comparable Properties | 0% - 10% of Appraisal | Real Estate Acquired By Foreclosure | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Adjustment for value changes since appraisal		0.00%				0.00%
Minimum | Appraisals From Comparable Properties | 0% - 25% Of Appraisal | Other Assets | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Marketability adjustments for specific properties		0.00%				0.00%
Minimum | Other Collateral Valuations | 20% - 50% Of Gross Value | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Borrowing base certificates adjustment		20.00%				20.00%
Minimum | Other Collateral Valuations | 0% - 25% Of Reported Value | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Financial statements/auction values adjustment		0.00%				0.00%
Maximum | Discounted Cash Flow | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Visa covered litigation resolution amount		$ 5,200,000				$ 5,200,000
Maximum | Discounted Cash Flow | 2% - 12% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		12.00%
Maximum | Discounted Cash Flow | 5% To 12% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | HELOC
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		12.00%
Maximum | Discounted Cash Flow | 50% - 70% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Foreclosure losses		70.00%				70.00%
Maximum | Discounted Cash Flow | 5% To 30% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loss severity trends		30.00%
Maximum | Discounted Cash Flow | 15% - 100% Of UPB | Loans Held-For-Sale | Level 3 | Residential Real Estate | HELOC
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loss severity trends		100.00%				100.00%
Maximum | Discounted Cash Flow | 8% - 12% Values Utilized | Loans Held For Sale - SBA | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		12.00%
Maximum | Discounted Cash Flow | 9% - 10% Values Utilized | Loans Held For Sale - SBA | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Fair Value Inputs, Bond Equivalent Yield		10.00%
Maximum | Discounted Cash Flow | 10% - 30% Values Utilized | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Probability of resolution scenarios		30.00%				30.00%
Maximum | Discounted Cash Flow | 18 - 48 Months | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Time until resolution		48 months
Maximum | Discounted Cash Flow | 0% - 15% Adjustment to Yield | Other Assets | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Adjustments to current sales yields for specific properties		15.00%				15.00%
Maximum | Discounted Cash Flow | 2% - 13% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds						13.00%
Maximum | Discounted Cash Flow | 3% to 15% Values Utilized | Loans Held-For-Sale | Level 3 | Residential Real Estate | HELOC
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds						15.00%
Maximum | Discounted Cash Flow | 5% - 50% Of UPB | Loans Held-For-Sale | Level 3 | Residential Real Estate | First Mortgages
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loss severity trends						50.00%
Maximum | Discounted Cash Flow | 24 - 54 Months | Derivative Liabilities, Other | Level 3 | Derivatives, other
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Time until resolution						54 months
Maximum | Appraisals From Comparable Properties | 0% - 10% of Appraisal | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Marketability adjustments for specific properties		10.00%				10.00%
Maximum | Appraisals From Comparable Properties | 0% - 10% of Appraisal | Real Estate Acquired By Foreclosure | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Adjustment for value changes since appraisal		10.00%				10.00%
Maximum | Appraisals From Comparable Properties | 0% - 25% Of Appraisal | Other Assets | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Marketability adjustments for specific properties		25.00%				25.00%
Maximum | Other Collateral Valuations | 20% - 50% Of Gross Value | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Borrowing base certificates adjustment		50.00%				50.00%
Maximum | Other Collateral Valuations | 0% - 25% Of Reported Value | Loans, Net Of Unearned Income | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Financial statements/auction values adjustment		25.00%				25.00%
SBAs | Non Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans held-for-sale		$ 466,977		$ 466,977		$ 4,286
SBAs | Level 3 | Non Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Loans held-for-sale		1,473		1,473		$ 0
SBA - Interest Only Strips | Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Securities available-for-sale		1,270		1,270
SBA - Interest Only Strips | Level 3 | Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Securities available-for-sale		$ 1,270		$ 1,270
SBA - Interest Only Strips | Discounted Cash Flow | Available-for-sale Securities | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Valuation Techniques				Discounted cash flow
SBA - Interest Only Strips | Minimum | Discounted Cash Flow | 10% to 11% Values Utilized | Available-for-sale Securities | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		10.00%
SBA - Interest Only Strips | Minimum | Discounted Cash Flow | 17% Values Utilized | Available-for-sale Securities | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Fair Value Inputs, Bond Equivalent Yield		17.00%
SBA - Interest Only Strips | Maximum | Discounted Cash Flow | 10% to 11% Values Utilized | Available-for-sale Securities | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Prepayment Speeds		11.00%
SBA - Interest Only Strips | Maximum | Discounted Cash Flow | 17% Values Utilized | Available-for-sale Securities | Level 3
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Fair Value Inputs, Bond Equivalent Yield		17.00%
SBA - Interest Only Strips | Level 3 | Recurring
Fair Value Inputs, Assets, Quantitative Information [Line Items]
Securities available-for-sale		$ 1,270		$ 1,270

[1] December 31, 2017 and 2016 include $22.7 million and $28.5 million, respectively, of held-to-maturity consumer mortgage loans secured by residential real estate in process of foreclosure.

[2] December 31, 2017 and 2016 include $6.3 million and $8.1 million, respectively, of foreclosed residential real estate.

XML

Fair Value of Assets & Liabilities (Summary Of Differences Between The Fair Value Carrying Amount Of Mortgages Held-For-Sale And Aggregate Unpaid Principal Amount) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	$ 20,881	$ 24,269
Fair value carrying amount less aggregate unpaid principal - Total loans	(8,874)	(10,993)
Nonaccrual loans	5,783	6,775
Fair value carrying amount less aggregate unpaid principal - Nonaccrual loans	(5,098)	(6,135)
Loans 90 days or more past due and still accruing	0	211
Fair value carrying amount less aggregate unpaid principal - Loans 90 days or more past due and still accruing	0	(120)
Aggregate unpaid principal
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	29,755	35,262
Nonaccrual loans	10,881	12,910
Loans 90 days or more past due and still accruing	$ 0	$ 331

XML

Fair Value of Assets & Liabilities (Changes In Fair Value Of Assets And Liabilities Which Fair Value Option Included In Current Period Earnings) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
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	$ 1,547	$ 3,380	$ 2,765
Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	638,515	561,848
Total other liabilities	85,061	135,897
Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Total other liabilities	9,535	33,274
Recurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	638,515	561,848
Total other liabilities	69,881	96,378
Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Total other liabilities	5,645	6,245
Recurring | U.S. treasuries
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	506,679	381,229
Recurring | U.S. treasuries | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | U.S. treasuries | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	506,679	381,229
Recurring | U.S. treasuries | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | Corporates and other debt
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	131,836	179,775
Recurring | Corporates and other debt | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | Corporates and other debt | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	131,836	179,775
Recurring | Corporates and other debt | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total trading liabilities - fixed income	0	0
Recurring | Derivatives, forwards and futures
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	9,535	33,274
Recurring | Derivatives, forwards and futures | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	9,535	33,274
Recurring | Derivatives, forwards and futures | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Derivatives, forwards and futures | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Derivatives, interest rate contracts
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	69,842	96,371
Recurring | Derivatives, interest rate contracts | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Derivatives, interest rate contracts | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	69,842	96,371
Recurring | Derivatives, interest rate contracts | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Derivatives, other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	5,684	6,252
Recurring | Derivatives, other | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	0	0
Recurring | Derivatives, other | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	39	7
Recurring | Derivatives, other | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total other liabilities	$ 5,645	$ 6,245

XML

Fair Value of Assets & Liabilities (Summary Of Book Value And Estimated Fair Value Of Financial Instruments) (Details) - USD ($) $ in Thousands		Dec. 31, 2017	Dec. 31, 2016
Assets:
Total loans, net of unearned income and allowance for loan losses		$ 27,469,374	$ 19,387,452
Short-term financial assets:
Interest-bearing cash		1,185,600	1,060,034
Federal funds sold		87,364	50,838
Securities purchased under agreements to resell		725,609	613,682
Trading securities		1,416,345	897,071
Loans held-for-sale	[1]	699,377	111,248
Fair Value		5,170,255	3,943,499
Securities held-to-maturity (Note 3)		10,000	14,347
Derivative assets		81,634	121,654
Nonearning assets:
Cash and due from banks		639,073	373,274
Fixed income receivables		68,693	57,411
Total assets		41,423,388	28,555,231
Deposits:
Total deposits		30,620,362	22,672,363
Trading Liabilities		638,515	561,848
Short-term financial liabilities:
Federal Funds Purchased		399,820	414,207
Securities sold under agreements to repurchase		656,602	453,053
Other short-term borrowings		2,626,213	83,177
Term borrowings:
Other long term borrowings		1,218,097	1,040,656
Derivative liabilities		85,061	135,897
Other noninterest-bearing liabilities:
Fixed income payables		48,996	21,002
Total liabilities		36,842,900	25,850,147
Level 3 | FHLB-Cincinnati Stock
Other noninterest-bearing liabilities:
Restricted investments		87,900	87,900
Level 3 | FRB Stock [Member]
Other noninterest-bearing liabilities:
Restricted investments		134,600	68,600
Reported Value Measurement
Assets:
Total loans, net of unearned income and allowance for loan losses		27,469,374	19,387,452
Short-term financial assets:
Interest-bearing cash		1,185,600	1,060,034
Federal funds sold		87,364	50,838
Securities purchased under agreements to resell		725,609	613,682
Total short-term financial assets		1,998,573	1,724,554
Trading securities		1,416,345	897,071
Loans held-for-sale			111,248
Fair Value		5,170,255	3,943,499
Securities held-to-maturity (Note 3)		10,000	14,347
Derivative assets		81,634	121,654
Other assets:
Tax credit investments		119,317	100,105
Deferred compensation assets		39,822	32,840
Total other assets		159,139	132,945
Nonearning assets:
Cash and due from banks		639,073	373,274
Fixed income receivables		68,693	57,411
Accrued interest receivable		97,239	62,887
Total nonearning assets		805,005	493,572
Total assets		37,809,702	26,826,342
Deposits:
Defined maturity		3,322,921	1,355,133
Undefined maturity		27,297,441	21,317,230
Total deposits		30,620,362	22,672,363
Trading Liabilities		638,515	561,848
Short-term financial liabilities:
Federal Funds Purchased		399,820	414,207
Securities sold under agreements to repurchase		656,602	453,053
Other short-term borrowings		2,626,213	83,177
Total short-term financial liabilities		3,682,635	950,437
Term borrowings:
Real estate investment trust-preferred		46,100	46,032
Term borrowings - new market tax credit investment		18,000	18,000
Borrowings secured by residential real estate		18,642	23,126
Junior Subordinated Notes		187,281
Other long term borrowings		948,074	953,498
Total term borrowings		1,218,097	1,040,656
Derivative liabilities		85,061	135,897
Other noninterest-bearing liabilities:
Fixed income payables		48,996	21,002
Accrued interest payable		16,270	10,336
Total other noninterest-bearing liabilities		65,266	31,338
Total liabilities		36,309,936	25,392,539
Reported Value Measurement | C&I
Assets:
Total loans, net of unearned income and allowance for loan losses		15,959,062	12,058,689
Reported Value Measurement | Commercial Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		4,186,268	2,101,671
Reported Value Measurement | Consumer Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		6,330,384	4,473,395
Reported Value Measurement | Permanent Mortgage
Assets:
Total loans, net of unearned income and allowance for loan losses		383,742	406,836
Reported Value Measurement | Credit Card and Other
Assets:
Total loans, net of unearned income and allowance for loan losses		609,918	346,861
Reported Value Measurement | Mortgage Loans
Short-term financial assets:
Loans held-for-sale		88,173
Reported Value Measurement | Government guaranteed loans (SBA and USDA)
Short-term financial assets:
Loans held-for-sale		466,977
Reported Value Measurement | Other Consumer Loans Class
Short-term financial assets:
Loans held-for-sale		144,227
Estimate of Fair Value Measurement
Assets:
Total loans, net of unearned income and allowance for loan losses		27,523,017	19,134,856
Short-term financial assets:
Interest-bearing cash		1,185,600	1,060,034
Federal funds sold		87,364	50,838
Securities purchased under agreements to resell		725,609	613,682
Total short-term financial assets		1,998,573	1,724,554
Trading securities		1,416,345	897,071
Loans held-for-sale			111,248
Fair Value		5,170,255	3,943,499
Securities held-to-maturity (Note 3)		9,901	14,773
Derivative assets		81,634	121,654
Other assets:
Tax credit investments		112,292	98,400
Deferred compensation assets		39,822	32,840
Total other assets		152,114	131,240
Nonearning assets:
Cash and due from banks		639,073	373,274
Fixed income receivables		68,693	57,411
Accrued interest receivable		97,239	62,887
Total nonearning assets		805,005	493,572
Total assets		37,857,981	26,572,467
Deposits:
Defined maturity		3,293,650	1,361,104
Undefined maturity		27,297,431	21,317,230
Total deposits		30,591,081	22,678,334
Trading Liabilities		638,515	561,848
Short-term financial liabilities:
Federal Funds Purchased		399,820	414,207
Securities sold under agreements to repurchase		656,602	453,053
Other short-term borrowings		2,626,213	83,177
Total short-term financial liabilities		3,682,635	950,437
Term borrowings:
Real estate investment trust-preferred		48,880	49,350
Term borrowings - new market tax credit investment		17,930	17,918
Borrowings secured by residential real estate		18,305	21,969
Junior Subordinated Notes		187,281
Other long term borrowings		966,292	965,066
Total term borrowings		1,238,688	1,054,303
Derivative liabilities		85,061	135,897
Other noninterest-bearing liabilities:
Fixed income payables		48,996	21,002
Accrued interest payable		16,270	10,336
Total other noninterest-bearing liabilities		65,266	31,338
Total liabilities		36,301,246	25,412,157
Loan commitments		2,617	2,924
Standby and other commitments		5,274	4,037
Estimate of Fair Value Measurement | C&I
Assets:
Total loans, net of unearned income and allowance for loan losses		15,990,991	11,918,374
Estimate of Fair Value Measurement | Commercial Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		4,215,367	2,078,306
Estimate of Fair Value Measurement | Consumer Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		6,320,308	4,385,669
Estimate of Fair Value Measurement | Permanent Mortgage
Assets:
Total loans, net of unearned income and allowance for loan losses		388,396	404,930
Estimate of Fair Value Measurement | Credit Card and Other
Assets:
Total loans, net of unearned income and allowance for loan losses		607,955	347,577
Estimate of Fair Value Measurement | Mortgage Loans
Short-term financial assets:
Loans held-for-sale		88,173
Estimate of Fair Value Measurement | Government guaranteed loans (SBA and USDA)
Short-term financial assets:
Loans held-for-sale		468,737
Estimate of Fair Value Measurement | Other Consumer Loans Class
Short-term financial assets:
Loans held-for-sale		144,227
Estimate of Fair Value Measurement | Level 1
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Short-term financial assets:
Interest-bearing cash		1,185,600	1,060,034
Federal funds sold		0	0
Securities purchased under agreements to resell		0	0
Total short-term financial assets		1,185,600	1,060,034
Trading securities		0	0
Loans held-for-sale			0
Fair Value		27,017	25,249
Securities held-to-maturity (Note 3)		0	0
Derivative assets		10,161	33,587
Other assets:
Tax credit investments		0	0
Deferred compensation assets		39,822	32,840
Total other assets		39,822	32,840
Nonearning assets:
Cash and due from banks		639,073	373,274
Fixed income receivables		0	0
Accrued interest receivable		0	0
Total nonearning assets		639,073	373,274
Total assets		1,901,673	1,524,984
Deposits:
Defined maturity		0	0
Undefined maturity		0	0
Total 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
Borrowings secured by residential real estate		0	0
Junior Subordinated Notes		0
Other long term borrowings		0	0
Total term borrowings		0	0
Derivative liabilities		9,535	33,274
Other noninterest-bearing liabilities:
Fixed income payables		0	0
Accrued interest payable		0	0
Total other noninterest-bearing liabilities		0	0
Total liabilities		9,535	33,274
Estimate of Fair Value Measurement | Level 1 | C&I
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 1 | Commercial Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 1 | Consumer Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 1 | Permanent Mortgage
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 1 | Credit Card and Other
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 1 | Mortgage Loans
Short-term financial assets:
Loans held-for-sale		0
Estimate of Fair Value Measurement | Level 1 | Government guaranteed loans (SBA and USDA)
Short-term financial assets:
Loans held-for-sale		0
Estimate of Fair Value Measurement | Level 1 | Other Consumer Loans Class
Short-term financial assets:
Loans held-for-sale		0
Estimate of Fair Value Measurement | Level 2
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Short-term financial assets:
Interest-bearing cash		0	0
Federal funds sold		87,364	50,838
Securities purchased under agreements to resell		725,609	613,682
Total short-term financial assets		812,973	664,520
Trading securities		1,414,194	894,498
Loans held-for-sale			6,631
Fair Value		4,903,115	3,756,745
Securities held-to-maturity (Note 3)		0	0
Derivative assets		71,473	88,067
Other assets:
Tax credit investments		0	0
Deferred compensation assets		0	0
Total other assets		0	0
Nonearning assets:
Cash and due from banks		0	0
Fixed income receivables		68,693	57,411
Accrued interest receivable		97,239	62,887
Total nonearning assets		165,932	120,298
Total assets		7,851,781	5,530,759
Deposits:
Defined maturity		3,293,650	1,361,104
Undefined maturity		27,297,431	21,317,230
Total deposits		30,591,081	22,678,334
Trading Liabilities		638,515	561,848
Short-term financial liabilities:
Federal Funds Purchased		399,820	414,207
Securities sold under agreements to repurchase		656,602	453,053
Other short-term borrowings		2,626,213	83,177
Total short-term financial liabilities		3,682,635	950,437
Term borrowings:
Real estate investment trust-preferred		0	0
Term borrowings - new market tax credit investment		0	0
Borrowings secured by residential real estate		0	0
Junior Subordinated Notes		0
Other long term borrowings		966,292	965,066
Total term borrowings		966,292	965,066
Derivative liabilities		69,881	96,378
Other noninterest-bearing liabilities:
Fixed income payables		48,996	21,002
Accrued interest payable		16,270	10,336
Total other noninterest-bearing liabilities		65,266	31,338
Total liabilities		36,013,670	25,283,401
Estimate of Fair Value Measurement | Level 2 | C&I
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 2 | Commercial Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 2 | Consumer Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 2 | Permanent Mortgage
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 2 | Credit Card and Other
Assets:
Total loans, net of unearned income and allowance for loan losses		0	0
Estimate of Fair Value Measurement | Level 2 | Mortgage Loans
Short-term financial assets:
Loans held-for-sale		6,902
Estimate of Fair Value Measurement | Level 2 | Government guaranteed loans (SBA and USDA)
Short-term financial assets:
Loans held-for-sale		467,227
Estimate of Fair Value Measurement | Level 2 | Other Consumer Loans Class
Short-term financial assets:
Loans held-for-sale		9,965
Estimate of Fair Value Measurement | Level 3
Assets:
Total loans, net of unearned income and allowance for loan losses		27,523,017	19,134,856
Short-term financial assets:
Interest-bearing cash		0	0
Federal funds sold		0	0
Securities purchased under agreements to resell		0	0
Total short-term financial assets		0	0
Trading securities		2,151	2,573
Loans held-for-sale			104,617
Fair Value		240,123	161,505
Securities held-to-maturity (Note 3)		9,901	14,773
Derivative assets		0	0
Other assets:
Tax credit investments		112,292	98,400
Deferred compensation assets		0	0
Total other assets		112,292	98,400
Nonearning assets:
Cash and due from banks		0	0
Fixed income receivables		0	0
Accrued interest receivable		0	0
Total nonearning assets		0	0
Total assets		28,104,527	19,516,724
Deposits:
Defined maturity		0	0
Undefined maturity		0	0
Total 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		48,880	49,350
Term borrowings - new market tax credit investment		17,930	17,918
Borrowings secured by residential real estate		18,305	21,969
Junior Subordinated Notes		187,281
Other long term borrowings		0	0
Total term borrowings		272,396	89,237
Derivative liabilities		5,645	6,245
Other noninterest-bearing liabilities:
Fixed income payables		0	0
Accrued interest payable		0	0
Total other noninterest-bearing liabilities		0	0
Total liabilities		278,041	95,482
Estimate of Fair Value Measurement | Level 3 | C&I
Assets:
Total loans, net of unearned income and allowance for loan losses		15,990,991	11,918,374
Estimate of Fair Value Measurement | Level 3 | Commercial Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		4,215,367	2,078,306
Estimate of Fair Value Measurement | Level 3 | Consumer Real Estate
Assets:
Total loans, net of unearned income and allowance for loan losses		6,320,308	4,385,669
Estimate of Fair Value Measurement | Level 3 | Permanent Mortgage
Assets:
Total loans, net of unearned income and allowance for loan losses		388,396	404,930
Estimate of Fair Value Measurement | Level 3 | Credit Card and Other
Assets:
Total loans, net of unearned income and allowance for loan losses		607,955	347,577
Estimate of Fair Value Measurement | Level 3 | Mortgage Loans
Short-term financial assets:
Loans held-for-sale		81,271
Estimate of Fair Value Measurement | Level 3 | Government guaranteed loans (SBA and USDA)
Short-term financial assets:
Loans held-for-sale		1,510
Estimate of Fair Value Measurement | Level 3 | Other Consumer Loans Class
Short-term financial assets:
Loans held-for-sale		134,262
Contractual Amount
Other noninterest-bearing liabilities:
Loan commitments		10,678,485	8,744,649
Standby and other commitments		$ 420,728	$ 277,549

[1] December 31, 2017 and 2016 include $11.7 million and $19.3 million, respectively, of held-for-sale consumer mortgage loans secured by residential real estate in process of foreclosure.

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Parent Company Financial Information (Statements of Condition) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Assets:
Securities available-for-sale (Note 3)	$ 5,170,255	$ 3,943,499
Allowance for loan losses	(189,555)	(202,068)	$ (210,242)	$ (232,448)
Investments in subsidiaries:
Other assets	1,723,189	1,406,711
Total assets	41,423,388	28,555,231
Liabilities:
Term borrowings (Note 10)	1,218,097	1,040,656
Total liabilities	36,842,900	25,850,147
Total equity	4,580,488	2,705,084	$ 2,639,586	$ 2,581,590
Total liabilities and equity	41,423,388	28,555,231
Parent Company
Assets:
Cash	254,938	226,326
Securities available-for-sale (Note 3)	1,836	2,035
Notes receivable	3,067	3,209
Allowance for loan losses	(925)	(925)
Investments in subsidiaries:
Bank	4,618,249	2,596,582
Non-bank	22,932	23,996
Other assets	207,878	189,360
Total assets	5,107,975	3,040,583
Liabilities:
Accrued employee benefits and other liabilities	149,124	141,729
Term borrowings (Note 10)	673,794	489,201
Total liabilities	822,918	630,930
Total equity	4,285,057	2,409,653
Total liabilities and equity	$ 5,107,975	$ 3,040,583

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Parent Company Financial Information (Statements of Income) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Dividend income:
Other income/(loss)	$ 44,885	$ 64,231	$ 60,730
Interest expense:
Short-term debt	16,000	4,736	3,172
Interest on term borrowings	36,037	29,103	38,387
Total interest expense	147,616	88,825	82,685
Compensation, employee benefits and other expense	589,411	562,948	511,633
Income/(loss) before income taxes	308,872	345,321	108,254
Tax expense/(benefit)	131,892	106,810	10,941
Equity in undistributed net income/(loss) of subsidiaries:
Net income/(loss) attributable to controlling interest	165,515	227,046	85,879
Parent Company
Dividend income:
Bank	250,000	250,000	325,000
Non-bank	1,097	1,361	1,150
Total dividend income	251,097	251,361	326,150
Interest income	0	0	0
Other income/(loss)	190	(207)	5,884
Total income	251,287	251,154	332,034
Interest expense:
Short-term debt	0	0	6
Interest on term borrowings	17,936	14,238	23,579
Total interest expense	17,936	14,238	23,585
Compensation, employee benefits and other expense	43,783	38,926	36,388
Total expense	61,719	53,164	59,973
Income/(loss) before income taxes	189,568	197,990	272,061
Tax expense/(benefit)	512	(22,981)	(21,757)
Income/(loss) before equity in undistributed net income of subsidiaries	189,056	220,971	293,818
Equity in undistributed net income/(loss) of subsidiaries:
Bank	(24,255)	9,508	(207,831)
Non-bank	714	(3,433)	(108)
Net income/(loss) attributable to controlling interest	$ 165,515	$ 227,046	$ 85,879

XML

Parent Company Financial Information (Statements of Cash Flows) (Details) - USD ($)		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net income/(loss) attributable to controlling interest		$ 165,515,000	$ 227,046,000	$ 85,879,000
Adjustments to reconcile net income/(loss) to net cash provided/(used) by operating activities:
Depreciation, amortization, and other		70,924,000	64,673,000	60,743,000
(Gain)/loss on securities		(109,000)	144,000	458,000
Provision/(benefit) for deferred income taxes		121,001,000	79,604,000	24,196,000
Stock-based compensation expense		20,627,000	17,536,000	13,796,000
(Gain)/loss on extinguishment of debt		14,329,000	0	(5,793,000)
Net (increase)/decrease in interest receivable and other assets		243,057,000	(7,191,000)	(78,824,000)
Net (decrease)/increase in interest payable and other liabilities		(16,877,000)	(36,546,000)	(39,153,000)
Total adjustments		(194,338,000)	(55,780,000)	270,081,000
Net cash provided/(used) by operating activities		(17,358,000)	182,731,000	367,394,000
Securities:
Sales and prepayments		936,958,000	444,222,000	69,650,000
Purchases		(1,558,990,000)	(1,239,912,000)	(1,066,194,000)
Premises and equipment:
Decrease/(increase) in interest-bearing cash		(121,434,000)	(457,198,000)	1,019,131,000
Net cash provided/(used) by investing activities		(1,336,042,000)	(2,468,552,000)	(518,404,000)
Preferred stock:
Cash dividends		(6,200,000)	(6,200,000)	(6,200,000)
Common stock:
Exercise of stock options		6,132,000	22,479,000	7,219,000
Cash dividends		(79,904,000)	(63,504,000)	(53,947,000)
Repurchase of shares	[1]	(5,554,000)	(97,396,000)	(32,648,000)
Term borrowings:
Issuance		121,184,000	100,000	495,555,000
Repayment of term borrowings		(147,413,000)	(267,527,000)	(1,026,708,000)
Short-term borrowings		2,080,039,000	10,277,000	(816,324,000)
Net cash provided/(used) by financing activities		1,767,652,000	2,292,552,000	110,668,000
Net increase/(decrease) in cash and cash equivalents		414,252,000	6,731,000	(40,342,000)
Cash and cash equivalents at beginning of period		1,037,794,000	1,031,063,000	1,071,405,000
Cash and cash equivalents at end of period		1,452,046,000	1,037,794,000	1,031,063,000
Total interest paid		140,373,000	92,456,000	90,722,000
Total taxes paid		54,417,000	11,609,000	14,990,000
Parent Company
Net Cash Provided by (Used in) Operating Activities [Abstract]
Net income/(loss) attributable to controlling interest		165,515,000	227,046,000	85,879,000
Less undistributed net income/(loss) of subsidiaries		(23,541,000)	6,075,000	(207,939,000)
Income/(loss) before undistributed net income of subsidiaries		189,056,000	220,971,000	293,818,000
Adjustments to reconcile net income/(loss) to net cash provided/(used) by operating activities:
Depreciation, amortization, and other		15,000	53,000	(276,000)
(Gain)/loss on securities		(109,000)	148,000	259,000
Provision/(benefit) for deferred income taxes		7,727,000	0	0
Stock-based compensation expense		19,625,000	16,719,000	12,810,000
(Gain)/loss on extinguishment of debt		0	0	(5,793,000)
Net (increase)/decrease in interest receivable and other assets		8,605,000	(2,228,000)	(4,544,000)
Net (decrease)/increase in interest payable and other liabilities		13,172,000	(2,842,000)	(5,791,000)
Total adjustments		49,035,000	11,850,000	(3,335,000)
Net cash provided/(used) by operating activities		238,091,000	232,821,000	290,483,000
Securities:
Sales and prepayments		318,000	275,000	1,371,000
Purchases		0	(400,000)	(740,000)
Premises and equipment:
Sales/(purchases)		7,000	(17,000)	14,000
Decrease/(increase) in interest-bearing cash		0	0	0
Return on investment in subsidiary		1,871,000	129,000	93,000
Investment in subsidiary		0	0	(9,372,000)
Cash paid for business combination, net		(126,149,000)	0	(18,251,000)
Net cash provided/(used) by investing activities		(123,953,000)	(13,000)	(26,885,000)
Preferred stock:
Cash dividends		(6,200,000)	(6,200,000)	(6,200,000)
Common stock:
Exercise of stock options		6,132,000	22,479,000	7,219,000
Cash dividends		(79,904,000)	(63,504,000)	(53,947,000)
Repurchase of shares		(5,554,000)	(97,396,000)	(32,648,000)
Term borrowings:
Issuance			0	495,555,000
Repayment of term borrowings		0	0	(700,000,000)
Short-term borrowings			0	(3,000,000)
Net cash provided/(used) by financing activities		(85,526,000)	(144,621,000)	(293,021,000)
Net increase/(decrease) in cash and cash equivalents		28,612,000	88,187,000	(29,423,000)
Cash and cash equivalents at beginning of period		226,326,000	138,139,000	167,562,000
Cash and cash equivalents at end of period		254,938,000	226,326,000	138,139,000
Total interest paid		17,321	13,261,000	24,345,000
Total taxes paid		$ 23,020,000	$ 27,126,000	$ 32,202,000

[1] 2016 and 2015 include $93.5 million and $28.4 million, respectively, repurchased under share repurchase programs.