THIRD QUARTER 2025 NET INCOME OF $176 MILLION, $1.35 PER SHARE (Form 8-K)

THIRD QUARTER 2025 NET INCOME OF $176 MILLION, $1.35 PER SHARE

"Today we reported third quarter net income of $176 million, or $1.35 per share," said Curtis C. Farmer, Comerica Chairman and Chief Executive Officer. "We produced robust average deposit growth while maintaining a compelling deposit mix. Deposit pricing performed in line with expectations, and we saw a slight uptick in average loans which altogether resulted in relatively stable net interest income. Noninterest income declined, and although noninterest expenses increased, they outperformed our prior guidance. Capital remained a strength as we increased share repurchases to $150 million in the quarter while producing an estimated CET1 capital ratio of 11.90%, well above our strategic target. "

"We are incredibly excited about the agreement we announced in early October to partner with Fifth Third. We see this as a milestone opportunity to leverage the strengths of both organizations to expand our reach, better support our customers and ultimately deliver even stronger returns for our shareholders."

(dollar amounts in millions, except per share data)			3rd Qtr '25						2nd Qtr '25						3rd Qtr '24
FINANCIAL RESULTS
Net interest income			$	574					$	575					$	534
Provision for credit losses			22						44						14
Noninterest income			264						274						277
Noninterest expenses			589						561						562
Pre-tax income			227						244						235
Provision for income taxes			51						45						51
Net income			$	176					$	199					$	184
Diluted earnings per common share			$	1.35					$	1.42					$	1.33
Average loans			50,755						50,665						50,861
Average deposits			62,735						61,246						63,896
Return on average assets (ROA)			0.89		%				1.03		%				0.92		%
Return on average common shareholders' equity (ROE)			10.20						11.35						10.88
Net interest margin			3.09						3.16						2.80
Efficiency ratio (a)			70.23						65.78						68.80
Common equity Tier 1 capital ratio (b)(c)			11.90						11.99						11.96
Tier 1 capital ratio (b)(c)			12.44						11.99						12.51

(a)Noninterest expenses as a percentage of the sum of net interest income and noninterest income excluding net gains (losses) from securities, a derivative contract tied to the conversion rate of Visa Class B shares and changes in the value of shares obtained through monetization of warrants.

(b)See Reconciliations of Non-GAAP Financial Measures and Regulatory Ratios for additional information.

(c)September 30, 2025 ratios are estimated.

Merger with Fifth Third Bancorp

On October 6, 2025, Fifth Third Bancorp (Fifth Third) and Comerica announced that they entered into a definitive merger agreement under which Fifth Third will acquire Comerica in an all-stock transaction. Under the terms of the agreement, Comerica's shareholders will receive 1.8663 Fifth Third shares for each Comerica share. The transaction is subject to shareholder approvals for both Fifth Third and Comerica, customary regulatory approvals and closing conditions, and is anticipated to close at the end of the first quarter of 2026.

Third Quarter 2025 Compared to Second Quarter 2025 Overview

Balance sheet items discussed in terms of average balances unless otherwise noted.

Loans remained relatively stable at $50.8 billion.

•Increases of $209 million in Environmental Services, $165 million in Equity Fund Services, $102 million in general Middle Market and smaller increases in other business lines, partially offset by declines of $123 million in Entertainment, $121 million in National Dealer Services and $121 million in Corporate Banking.

•Average yield on loans (including swaps) decreased 1 basis point to 6.09%.

Securities remained relatively stable at $14.7 billion, reflecting paydowns, partially offset by a decrease in average unrealized losses.

•Period-end unrealized losses on securities decreased $251 million to $2.2 billion.

Deposits increased $1.5 billion to $62.7 billion, with interest-bearing deposits increasing $1.7 billion, partially offset by an $184 million decrease in noninterest-bearing deposits.

•Noninterest-bearing deposits comprised 37% of total deposits, a slight decline from 38% for the prior quarter.

•Increases of $1.7 billion in general Middle Market, $283 million in Wealth Management and smaller increases in other business lines, partially offset by declines of $122 million in Retail Banking and $114 million in Commercial Real Estate. Additionally, brokered time deposits decreased $575 million.

•The average cost of interest-bearing deposits increased 9 basis points to 2.78%, reflecting strategic growth in core interest-bearing deposits as well as remaining vigilant in the competitive environment.

Net interest income was relatively stable at $574 million, while net interest margin decreased 7 basis points to 3.09%.

•Decrease in net interest margin driven by growth in interest-bearing deposits and relationship-focused deposit pricing as well as a reduction in the benefit from BSBY cessation, partially offset by a reduction in both short-term borrowings and medium- and long-term debt.

•Net interest income was positively impacted by one additional day in the quarter.

Provision for credit losses was $22 million.

•The allowance for credit losses was $725 million, or 1.43% as a percentage of total loans, reflecting the impact of a slightly improved economic forecast, relatively stable credit performance and continued uncertainty.

Noninterest income decreased $10 million to $264 million.

•Decreases of $6 million in fiduciary income and $5 million in capital markets income, partially offset by a $4 million seasonal increase in bank-owned life insurance income.

Noninterest expenses increased $28 million to $589 million.

•Increase of $29 million in other noninterest expenses, partially offset by a $5 million decrease in salaries and benefits expense, reflecting the net impact of cumulative adjustments to incentive compensation based on expected performance.

•Other noninterest expenses included a $13 million increase in litigation-related expenses (primarily from settlements and dismissed litigation recorded in the prior quarter), an $8 million increase in operational losses, a $4 million increase in consulting expenses and a $3 million increase from an interest recovery on a state tax matter recorded in the prior quarter.

Estimated common equity Tier 1 capital ratio* of 11.90%.

•Returned a total of $241 million to common shareholders through share repurchases and dividends.

◦Declared dividends of $91 million on common stock and repurchased $150 million of common stock (approximately 2.2 million shares) under the share repurchase program.

•Issued and sold 400,000 shares of 6.875% Series B Preferred Stock, which resulted in net proceeds of approximately $392 million, net of underwriting discounts and offering expenses.

◦The Corporation anticipates the first dividend of $11 million payable on January 1, 2026 to be declared and recognized during the fourth quarter.

•Common equity ratio of 9.09% and tangible common equity ratio* of 8.34%.

*See Reconciliations of Non-GAAP Financial Measures and Regulatory Ratios for additional information.

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Net Interest Income

Balance sheet items presented and discussed in terms of average balances.

(dollar amounts in millions)			3rd Qtr '25						2nd Qtr '25						3rd Qtr '24
Net interest income			$	574					$	575					$	534
Net interest margin			3.09		%				3.16		%				2.80		%
Selected balances:
Total earning assets			$	71,220					$	70,343					$	73,103
Total loans			50,755						50,665						50,861
Total investment securities			14,710						14,814						15,880
Federal Reserve Bank deposits			5,282						4,401						5,789
Total deposits			62,735						61,246						63,896
Total noninterest-bearing deposits			22,923						23,107						24,357
Short-term borrowings			1,007						1,341						77
Medium- and long-term debt			5,512						5,740						6,849

Third quarter 2025 net interest income decreased $1 million, remaining relatively stable from the prior quarter, and net interest margin decreased 7 basis points, compared to second quarter 2025.

•Interest income on loans increased $8 million and reduced net interest margin by 1 basis point, reflecting the benefit of one additional day in the quarter and the impact of interest rate swaps, partially offset by a reduction in the benefit from BSBY cessation.

◦The benefit from BSBY cessation to net interest income decreased $4 million, while the benefit to net interest margin declined 2 basis points.

•Interest income on investment securities decreased $2 million due to a decline in securities balances with no impact to net interest margin.

•Interest income on short-term investments increased $9 million and improved net interest margin by 1 basis point, reflecting an increase in deposits with the Federal Reserve Bank.

•Interest expense on deposits increased $24 million and reduced net interest margin by 11 basis points, reflecting the impacts of higher pay rates on deposits, growth in interest-bearing deposit balances and one additional day in the quarter.

•Interest expense on debt decreased $8 million and improved net interest margin by 4 basis points, driven by decreases in both short-term borrowings and medium- and long-term debt.

The net impact of rates to third quarter 2025 net interest income and net interest margin compared to second quarter 2025 was a decrease of $13 million and 7 basis points, respectively. One additional day in third quarter 2025 benefited net interest income by $6 million.

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Credit Quality

"Our proven credit discipline and prudent underwriting continued to deliver results with net charge-offs of 25 basis points, still within the low end of our normal range," said Farmer. "Economic conditions modestly improved and migration remained manageable, driving a slight decline in our allowance for credit reserves to 1.43% of total loans. Provision expense declined, and migration remained in line with expectations with a small increase in nonperforming assets but a small decrease in criticized loans. We continue to feel our highly-regarded approach to credit positions us well to support our customers."

(dollar amounts in millions)			3rd Qtr '25						2nd Qtr '25						3rd Qtr '24
Charge-offs			$	45					$	31					$	23
Recoveries			13						3						12
Net charge-offs			32						28						11
Net charge-offs/Average total loans			0.25		%				0.22		%				0.08		%
Provision for credit losses			$	22					$	44					$	14
Nonperforming loans			258						248						250
Nonperforming assets (NPAs)			260						249						250
NPAs/Total loans and foreclosed property			0.51		%				0.49		%				0.50		%
Loans past due 90 days or more and still accruing			$	14					$	42					$	21
Allowance for loan losses			686						698						686
Allowance for credit losses on lending-related commitments (a)			39						37						34
Total allowance for credit losses			725						735						720
Allowance for credit losses/Period-end total loans			1.43		%				1.44		%				1.43		%
Allowance for credit losses/Nonperforming loans			2.8x						3.0x						2.9x

(a) Included in accrued expenses and other liabilities on the Consolidated Balance Sheets.

•The allowance for credit losses totaled $725 million at September 30, 2025, or 1.43% of total loans, reflecting the impact of a slightly improved economic forecast, relatively stable credit performance and continued uncertainty.

•Criticized loans decreased $88 million to $2.7 billion, or 5.2% of total loans. Criticized loans are generally consistent with the Special Mention, Substandard and Doubtful categories defined by regulatory authorities.

•Nonperforming assets increased $11 million to $260 million, or 0.51% of total loans and foreclosed property, compared to 0.49% in second quarter 2025.

•Net charge-offs totaled $32 million, compared to net charge-offs of $28 million in second quarter 2025.

Strategic Lines of Business

Comerica's operations are strategically aligned into three major business segments: the Commercial Bank, the Retail Bank and Wealth Management. In addition to the three major business segments, the Finance and Other categories include items not directly associated with the business segments. For a summary of business segment quarterly results, see the Business Segment Financial Results tables included later in this press release. From time to time, Comerica may make reclassifications among the segments to reflect management's current view of the segments, and methodologies may be modified as the management accounting system is enhanced and changes occur in the organizational structure and/or product lines. The financial results provided are based on the internal business unit structures of Comerica and methodologies in effect at September 30, 2025. A discussion of business segment results will be included in Comerica's Form 10-Q for the quarter ended September 30, 2025.

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Comerica Incorporated (NYSE: CMA) is a financial services company headquartered in Dallas, Texas, and strategically aligned by three business segments: the Commercial Bank, the Retail Bank and Wealth Management. Comerica, one of the 25 largest commercial U.S. financial holding companies, focuses on building relationships and helping people and businesses be successful. Comerica provides banking centers across the country with locations in Arizona, California, Florida, Michigan and Texas. Founded on August 17, 1849, in Detroit, Michigan, Comerica continues to expand into new regions, including its Southeast Market, based in North Carolina, and Mountain West Market in Colorado. Comerica has offices in 15 states and services 13 of the 15 largest U.S. metropolitan areas, as well as Canada and Mexico.