On July 24, 2019, the Board of Directors (the “Board”) of Regions Financial Corporation (the “Company”) approved and adopted amendments to the Company’s Amended and Restated By-Laws (as so amended, the “By-Laws”) to make certain changes summarized below.

Section 9 of Article II has been added to provide for establishing which individuals shall preside over meetings of stockholders and the authority held by the individual chairing such meetings.

Sections 1, 4 and 6 of Article IV have been revised to clarify that the conduct of the business and affairs of the Company by all officers is subject to the oversight of the Board and of any applicable Board committee.

Other minor wording changes for readability and clarification were also made throughout the By-Laws.

The foregoing summary is qualified in its entirety by reference to the By-Laws, a copy of which is attached hereto as Exhibit 3.2 and is incorporated in this Item 5.03 by reference.

Item 8.01 Other Events.

On July 24, 2019, the Company announced an increase in the quarterly cash dividend to be paid on its common stock of approximately 11 percent, or $0.015, to $0.155, payable on October 1, 2019.

A copy of the press release announcing the dividend increase is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Index

Exhibit No. Exhibit

REGIONS FINANCIAL CORP Exhibit
EX-3.2 2 rfc2019bylaws.htm EXHIBIT 3.2 Exhibit EXHIBIT 3.2BY-LAWS OFREGIONS FINANCIAL CORPORATION(As amended and restated July 24,…
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About REGIONS FINANCIAL CORPORATION (NYSE:RF)

Regions Financial Corporation is a financial holding company. The Company conducts its banking operations through Regions Bank, an Alabama state-chartered commercial bank, which is a member of the Federal Reserve System. It operates in three segments: Corporate Bank, which represents its commercial banking functions, including commercial and industrial, commercial real estate and investor real estate lending; Consumer Bank, which represents its branch network, including consumer banking products and services related to residential first mortgages, home equity lines and loans, small business loans, indirect loans, consumer credit cards and other consumer loans, as well as the corresponding deposit relationships, and Wealth Management, which offers individuals, businesses, governmental institutions and non-profit entities a range of solutions to enable transfer of wealth. It provides traditional commercial, retail and mortgage banking services, as well as other financial services.