State Street 10-Q 2025-03-31

Filed 2025-05-01. 4 sections, 709K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 10-Q

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

For the quarterly period ended March 31, 2025

OR

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

For the transition period from to

Commission File No. 001-07511

STATE STREET CORPORATION

(Exact name of Registrant as Specified in its Charter)

MA04-2456637
(State or other jurisdiction of incorporation)(I.R.S. Employer Identification No.)
One Congress Street
Boston,MA02114
(Address of principal executive offices)(Zip Code)
(617)786-3000
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of each exchange on which registered
Common Stock, $1 par value per shareSTTNew York Stock Exchange
Depositary Shares, each representing a 1/4,000th ownership interest in a share ofSTT.PRGNew York Stock Exchange
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series G, without par value per share

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

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

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

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

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

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

The number of shares of the registrant’s common stock outstanding as of April 29, 2025 was 285,181,612.

STATE STREET CORPORATION

QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTERLY PERIOD ENDED

March 31, 2025

TABLE OF CONTENTS

Page
PART IFINANCIAL INFORMATION
Management's Discussion and Analysis of Financial Condition and Results of Operations4
General4
Overview of Financial Results8
Consolidated Results of Operations10
Total Revenue10
Net Interest Income16
Provision for Credit Losses19
Expenses19
Repositioning Charges20
Income Tax Expense20
Line of Business Information20
Investment Servicing20
Investment Management21
Financial Condition21
Investment Securities22
Loans25
Risk Management26
Credit and Counterparty Risk Management26
Liquidity Risk Management27
Operational Risk Management30
Information Technology Risk Management30
Market Risk Management30
Model Risk Management34
Strategic Risk Management35
Capital35
Off-Balance Sheet Arrangements42
Recent Accounting Developments43
Quantitative and Qualitative Disclosures Abo

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Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On January 19, 2024, we announced a common share repurchase program, approved by our Board and superseding all prior programs, authorizing the purchase of up to $5.0 billion of our common stock beginning in the first quarter of 2024 (the 2024 Program). This program has no set expiration date and is not expected to be executed in full during 2025. We repurchased $100 million of our common stock in the first quarter of 2025 under our 2024 share repurchase authorization.

The following table presents the activity under our common share repurchase program for each of the months in the quarter ended March 31, 2025.

(Dollars in millions except per share amounts; shares in thousands)Total number of shares purchasedAverage price paid per shareTotal number of shares purchased as part of publicly announced programApproximate dollar value of shares that may yet be purchased under publicly announced program
Period:
January 1 - January 31, 2025298$100.81298$3,670
February 1 - February 28, 202570699.097063,600
March 1 - March 31, 2025———3,600
Total1,004$99.601,004$3,600

Stock purchases under our common share repurchase program may be made using various types of transactions, including open market purchases, accelerated share repurchases or other transactions off the market, and may be made under Rule 10b5-1 trading programs. The timing and amount of any stock purchases and the type of transaction may not be ratable over the duration of the program, may vary from reporting period to reporting period and will depend on several factors, including our capital position and our financial performance, investment opportunities, market conditions, the nature and timing of implementation of revisions to the Basel III framework and the amount of common stock issued as part of employee compensation programs. The common share repurchase program does not have specific price targets and may be suspended at any time.

Item 5. OTHER INFORMATION

Securities Trading Plans of Directors and Executive Officers

A significant portion of the compensation of our executive officers is delivered in the form of deferred equity awards, including deferred stock and performance-based restricted stock unit awards. This compensation design is intended to align executive compensation with the performance experienced by our shareholders. Following the delivery of shares of our common stock under those equity awards, once any applicable service-, time- or performance-based vesting standards have been satisfied, our executive officers from time to time engage in the open-market sale of some of those shares. Our executive officers may also engage from time to time in other transactions involving our securities.

Transactions in our securities by our executive officers are required to be made in accordance with our Securities Trading Policy, which, among other things, requires that the transactions be in accordance with applicable U.S. federal securities laws that prohibit trading while in possession of material nonpublic information. Rule 10b5-1 under the Exchange Act provides an affirmative defense that enables prearranged transactions in securities in a manner that avoids concerns about initiating transactions at a future date while possibly in possession of material nonpublic information. Our Securities Trading Policy permits our executive officers to enter into trading plans designed to comply with Rule 10b5-1.

The following table describes contracts, instructions or written plans for the sale or purchase of our securities adopted by executive officers during the first quarter of 2025, which are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), referred to as a Rule 10b5-1 trading plan.

Name and TitleDate of Adoption of Rule 10b5-1 Trading PlanScheduled Expiration Date of Rule 10b5-1 Trading Plan**(1)**Aggregate Number of Securities to Be Purchased or Sold
Kathryn M. Horgan Executive Vice President2/26/20255/29/2026Sale of up to 11,120 shares of common stock in transactions during 2025 and 2026
Ronald O'Hanley Irrevocable Trust*(2)*2/27/20258/15/2025Sale of up to 82,350 shares of common stock in transactions during 2025

(1) A trading plan may also expire on such earlier date as all transactions under the trading plan are completed.

(2) A trust for which the shares of State Street common stock held by it are deemed, under applicable SEC rules, to be indirectly beneficially owned by Ronald O'Hanley, our Chief Executive Officer. Mr. O'Hanley disclaims ownership of those shares, except to the extent of his pecuniary interest therein.

During the first quarter of 2025, none of our other executive officers or directors adopted Rule 10b5-1 trading plans and none of our directors or executive officers terminated a Rule 10b5-1 trading plan or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).

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Item 6. EXHIBITS

Exhibit No.Exhibit Description
Note: None of the instruments defining the rights of holders of State Street’s outstanding long-term debt are in respect of indebtedness in excess of 10% of the total assets of State Street and its subsidiaries on a consolidated basis. State Street hereby agrees to furnish to the SEC upon request a copy of any other instrument with respect to long-term debt of State Street and its subsidiaries.
10.1†Forms of award agreement under State Street's Amended and Restated 2017 Stock Incentive Plan
10.2†Supplemental Cash Incentive Plan, as amended, First and Second Amendments thereto, and form of award agreement thereunder
10.3†Pension Plan for the Employees of State Street GmbH Munich and letter agreements entered into with Joerg Ambrosius dated January 24, 2011 and March 25, 2019
15Acknowledgment Letter of Ernst & Young LLP, Independent Registered Public Accounting Firm
31.1Rule 13a-14(a)/15d-14(a) Certification of Chairman, Chief Executive Officer and President
31.2Rule 13a-14(a)/15d-14(a) Certification of Executive Vice President and Interim Chief Financial Officer
32Section 1350 Certifications
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*104Cover Page Interactive Data File (formatted as Inline XBRL and included within the Exhibit 101 attachments)
†Denotes management contract or compensatory plan or arrangement
*Submitted electronically herewith

Attached as Exhibit 101 to this report are the following formatted in Inline XBRL (Extensible Business Reporting Language): (i) consolidated statement of income for the three months ended March 31, 2025 and 2024, (ii) consolidated statement of comprehensive income for the three months ended March 31, 2025 and 2024, (iii) consolidated statement of condition as of March 31, 2025 and December 31, 2024, (iv) consolidated statement of changes in shareholders' equity for the three months ended March 31, 2025 and 2024, (v) consolidated statement of cash flows for the three months ended March 31, 2025 and 2024, and (vi) condensed notes to consolidated financial statements.

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SIGNATURES

Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

STATE STREET CORPORATION
(Registrant)
Date:May 1, 2025By:/s/ MARK R. KEATING
Mark R. Keating,
Executive Vice President and Interim Chief Financial Officer (Principal Financial Officer)
Date:May 1, 2025By:/s/ ELIZABETH M. SCHAEFER
Elizabeth M. Schaefer,
Senior Vice President and Chief Accounting Officer (Principal Accounting Officer)

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