stt-20210331

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, 2021


☐			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)

04-2456637

(State or other jurisdiction of incorporation)

(I.R.S. Employer Identification No.)

One Lincoln Street

Boston,

02111

(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 Class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $1 par value per share

STT

New York Stock Exchange

Depositary Shares, each representing a 1/4,000th ownership interest in a share of

STT.PRD

New York Stock Exchange

Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series D, without par value per share

Depositary Shares, each representing a 1/4,000th ownership interest in a share of

STT.PRG

New 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 21, 2021 was 347,768,272.

STATE STREET CORPORATION

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

March 31, 2021

TABLE OF CONTENTS


		Page

PART I	FINANCIAL INFORMATION
	Management's Discussion and Analysis of Financial Condition and Results of Operations	4
	General	4
	Overview of Financial Results	7
	Consolidated Results of Operations	10
	Total Revenue	10
	Net Interest Income	13
	Provision for Credit Losses	16
	Expenses	16
	Acquisition Costs	16
	Restructuring and Repositioning Charges	16
	Income Tax Expense	17
	Line of Business Information	17
	Investment Servicing	17
	Investment Management	21
	Financial Condition	23
	Investment Securities	24
	Loans	26
	Cross-Border Outstandings	27
	Risk Management	27
	Credit Risk Management	28
	Liquidity Risk Management	28
	Operational Risk Management	32
	Information Technology Risk Management	33
	Market Risk Management	33
	Model Risk Management	37
	Strategic Risk Management	37
	Capital	37
	Off-Balance Sheet Arrangements	46

	Recent Accounting Developments	46
	Quantitative and Qualitative Disclosures About Market Risk	47
	Controls and Procedures	47
	Consolidated Financial Statements	48
	Consolidated Statement of Income (unaudited)	48
	Consolidated Statement of Comprehensive Income (loss) (unaudited)	49
	Consolidated Statement of Condition	50
	Consolidated Statement of Changes in Shareholders' Equity (unaudited)	51
	Consolidated Statement of Cash Flows (unaudited)	52
	Note 1. Summary of Significant Accounting Policies	53
	Note 2. Fair Value	53
	Note 3. Investment Securities	58
	Note 4. Loans and Allowance for Credit Losses	62
	Note 5. Goodwill and Other Intangible Assets	67

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	Note 6. Other Assets	68
	Note 7. Derivative Financial Instruments	68
	Note 8. Offsetting Arrangements	72
	Note 9. Commitments and Guarantees	74
	Note 10. Contingencies	75
	Note 11. Variable Interest Entities	77
	Note 12. Shareholders' Equity	78
	Note 13. Regulatory Capital	80
	Note 14. Net Interest Income	82
	Note 15. Expenses	82
	Note 16. Earnings Per Common Share	82
	Note 17. Line of Business Information	83
	Note 18. Revenue From Contracts with customers	84
	Note 19. Non-U.S. Activities	85
	Review Report of Independent Registered Public Accounting Firm	88

PART II	OTHER INFORMATION
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	89
Item 6	Exhibits	90
Signatures		91

We use acronyms and other defined terms for certain business terms and abbreviations, as defined in the acronyms list and glossary following the consolidated financial statements in this Form 10-Q.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

PART I. FINANCIAL INFORMATION

GENERAL

State Street Corporation, referred to as the Parent Company, is a financial holding company organized in 1969 under the laws of the Commonwealth of Massachusetts. Our executive offices are located at One Lincoln Street, Boston, Massachusetts 02111 (telephone (617) 786-3000). For purposes of this Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (Form 10-Q), unless the context requires otherwise, references to "State Street," "we," "us," "our" or similar terms mean State Street Corporation and its subsidiaries on a consolidated basis. The Parent Company is a source of financial and managerial strength to our subsidiaries. Through our subsidiaries, including our principal banking subsidiary, State Street Bank and Trust Company, referred to as State Street Bank, we provide a broad range of financial products and services to institutional investors worldwide, with $40.26 trillion of AUC/A and $3.59 trillion of AUM as of March 31, 2021.

As of March 31, 2021, we had consolidated total assets of $316.89 billion, consolidated total deposits of $244.89 billion, consolidated total shareholders' equity of $25.01 billion and 39,318 employees. We operate in more than 100 geographic markets worldwide, including in the U.S., Canada, Europe, the Middle East and Asia.

Our operations are organized into two lines of business, Investment Servicing and Investment Management, which are defined based on products and services provided.

Additional information about our lines of business is provided in Line of Business Information in this Management's Discussion and Analysis and Note 17 to the consolidated financial statements in this Form 10-Q.

This Management's Discussion and Analysis is part of the Form 10-Q and updates the Management's Discussion and Analysis in our 2020 Annual Report on Form 10-K for the year ended December 31, 2020 previously filed with the SEC (2020 Form 10-K). You should read the financial information contained in this Management's Discussion and Analysis and elsewhere in this Form 10-Q in conjunction with the financial and other information contained in our 2020 Form 10-K. Certain previously reported amounts presented in this Form 10-Q have been reclassified to conform to current-period presentation.

We prepare our consolidated financial statements in conformity with U.S. GAAP. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates

and assumptions in its application of certain accounting policies that materially affect the reported amounts of assets, liabilities, equity, revenue and expenses.

The significant accounting policies that require us to make judgments, estimates and assumptions that are difficult, subjective or complex about matters that are uncertain and may change in subsequent periods include:

•accounting for fair value measurements;

•impairment of goodwill and other intangible assets;

•contingencies; and

•allowance for credit losses.

These significant accounting policies require the most subjective or complex judgments, and underlying estimates and assumptions could be subject to revision as new information becomes available. For additional information about these significant accounting policies refer to pages 123 to 125, “Significant Accounting Estimates” included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, in our 2020 Form 10-K and Significant Accounting Estimates in Management's Discussion and Analysis of Financial Condition and Results of Operations in this Form 10-Q. We did not change these significant accounting policies in the first three months of 2021.

Certain financial information provided in this Form 10-Q, including in this Management's Discussion and Analysis, is prepared on both a U.S. GAAP, or reported basis, and a non-GAAP basis. We measure and compare certain financial information on a non-GAAP basis, including information that management uses in evaluating our business and activities.

Non-GAAP financial information should be considered in addition to, and not as a substitute for or superior to, financial information prepared in conformity with U.S. GAAP. Any non-GAAP financial information presented in this Form 10-Q, including this Management’s Discussion and Analysis, is reconciled to its most directly comparable U.S. GAAP-basis measure.

We further believe that our presentation of FTE NII, a non-GAAP measure, which reports non-taxable revenue, such as interest income associated with tax-exempt investment securities, on a FTE basis, facilitates an investor's understanding and analysis of our underlying financial performance and trends.

We provide additional disclosures required by applicable bank regulatory standards, including

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

supplemental qualitative and quantitative information with respect to regulatory capital (including market risk associated with our trading activities) and the LCR, summary results of semi-annual State Street-run stress tests which we conduct under the Dodd-Frank Act, and resolution plan disclosures required under the Dodd-Frank Act. These additional disclosures are accessible on the “Investor Relations” section of our corporate website at www.statestreet.com.

We have included our website address in this report as an inactive textual reference only. Information on our website is not incorporated by reference into this Form 10-Q.

We use acronyms and other defined terms for certain business terms and abbreviations, as defined in the acronyms list and glossary following the consolidated financial statements in this Form 10-Q.

Forward-Looking Statements

This Form 10-Q, as well as other reports and proxy materials submitted by us under the Securities Exchange Act of 1934, registration statements filed by us under the Securities Act of 1933, our annual report to shareholders and other public statements we may make, may contain statements (including statements in our Management's Discussion and Analysis included in such reports, as applicable) that are considered “forward-looking statements” within the meaning of U.S. securities laws, including statements about our goals and expectations regarding our business, financial and capital condition, results of operations, strategies, cost savings and transformation initiatives, investment portfolio performance, dividend and stock purchase programs, outcomes of legal proceedings, market growth, acquisitions, joint ventures and divestitures, client growth and new technologies, services and opportunities, as well as industry, governmental, regulatory, economic and market trends, initiatives and developments, the business environment and other matters that do not relate strictly to historical facts.

Terminology such as “plan,” “expect,” “intend,” “objective,” “forecast,” “outlook,” “believe,” “priority,” “anticipate,” “estimate,” “seek,” “may,” “will,” “trend,” “target,” “strategy” and “goal,” or similar statements or variations of such terms, are intended to identify forward-looking statements, although not all forward-looking statements contain such terms.

Forward-looking statements are subject to various risks and uncertainties, which change over time, are based on management's expectations and assumptions at the time the statements are made and are not guarantees of future results. Management's expectations and assumptions, and the continued validity of the forward-looking statements, are subject

to change due to a broad range of factors affecting the U.S. and global economies, regulatory environment and the equity, debt, currency and other financial markets, as well as factors specific to State Street and its subsidiaries, including State Street Bank. Factors that could cause changes in the expectations or assumptions on which forward-looking statements are based cannot be foreseen with certainty and include, but are not limited to:

Strategic Risks

•We are subject to intense competition, which could negatively affect our profitability;

•We are subject to significant pricing pressure and variability in our financial results and our AUC/A and AUM;

•Our development and completion of new products and services, including State Street Alpha, and our enhancement of the capabilities of our existing products and services in light of changed client needs and competitive pressures, may involve costs and dependencies and expose us to increased risk;

•Our business may be negatively affected by our failure to update and maintain our technology infrastructure;

•The COVID-19 pandemic continues to create and exacerbate significant risks and uncertainties for our business;

•Acquisitions, strategic alliances, joint ventures and divestitures, and the integration, retention and development of the benefits of our acquisitions, pose risks for our business; and

•Competition for qualified members of our workforce is intense, and we may not be able to attract and retain the highly skilled people we need to support our business.

Financial Market Risks

•We could be adversely affected by geopolitical, economic and market conditions;

•We have significant International operations, and disruptions in European and Asian economies could have an adverse effect on our consolidated results of operations or financial condition;

•Our investment securities portfolio, consolidated financial condition and consolidated results of operations could be adversely affected by changes in the financial markets;

•Our business activities expose us to interest rate risk;

•We assume significant credit risk to counterparties, who may also have

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

substantial financial dependencies with other financial institutions, and these credit exposures and concentrations could expose us to financial loss;

•Our fee revenue represents a significant portion of our consolidated revenue and is subject to decline based on, among other factors, the investment activities of our clients;

•If we are unable to effectively manage our capital and liquidity, our consolidated financial condition, capital ratios, results of operations and business prospects could be adversely affected;

•We may need to raise additional capital or debt in the future, which may not be available to us or may only be available on unfavorable terms; and

•If we experience a downgrade in our credit ratings, or an actual or perceived reduction in our financial strength, our borrowing and capital costs, liquidity and reputation could be adversely affected.

Compliance and Regulatory Risks

•Our business and capital-related activities, including common share repurchases, may be adversely affected by capital and liquidity standards required as a result of capital stress testing;

•We face extensive and changing government regulation in the jurisdictions in which we operate, which may increase our costs and compliance risks;

•We are subject to enhanced external oversight as a result of the resolution of prior regulatory or governmental matters;

•Our businesses may be adversely affected by government enforcement and litigation;

•We are subject to various legal proceedings relating to the manner in which we have invoiced certain expenses, the outcome of which could materially adversely affect our results of operations or harm our business or reputation;

•Any misappropriation of the confidential information we possess could have an adverse impact on our business and could subject us to regulatory actions, litigation and other adverse effects;

•Our calculations of risk exposures, total RWA and capital ratios depend on data inputs, formulae, models, correlations and assumptions that are subject to change, which could materially impact our risk exposures, our total RWA and our capital ratios from period to period;

•Changes in accounting standards may adversely affect our consolidated financial statements;

•Changes in tax laws, rules or regulations, challenges to our tax positions and changes in the composition of our pre-tax earnings may increase our effective tax rate; and

•The transition away from LIBOR may result in additional costs and increased risk exposure.

Operational Risks

•Our control environment may be inadequate, fail or be circumvented, and operational risks could adversely affect our consolidated results of operations;

•Cost shifting to non-U.S. jurisdictions and outsourcing may expose us to increased operational risk and reputational harm and may not result in expected cost savings;

•Attacks or unauthorized access to our information technology systems or facilities, or those of the third parties with which we do business, or disruptions to our or their continuous operations, could result in significant costs, reputational damage and limits on our business activities;

•Long-term contracts expose us to pricing and performance risk;

•Our businesses may be negatively affected by adverse publicity or other reputational harm;

•We may not be able to protect our intellectual property;

•The quantitative models we use to manage our business may contain errors that could result in material harm;

•Our reputation and business prospects may be damaged if our clients incur substantial losses or are restricted in redeeming their interests in investment pools that we sponsor or manage;

•The impacts of climate change could adversely affect our business operations; and

•We may incur losses as a result of unforeseen events including terrorist attacks, natural disasters, the emergence of a new pandemic or acts of embezzlement.

Actual outcomes and results may differ materially from what is expressed in our forward-looking statements and from our historical financial results due to the factors discussed in this section and elsewhere in this Form 10-Q or disclosed in our other SEC filings. Forward-looking statements in this Form 10-Q should not be relied on as representing our expectations or assumptions as of any time subsequent to the time this Form 10-Q is filed with the SEC. We undertake no obligation to revise our

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

forward-looking statements after the time they are made. The factors discussed herein are not intended to be a complete statement of all risks and uncertainties that may affect our businesses. We cannot anticipate all developments that may adversely affect our business or operations or our consolidated results of operations, financial condition or cash flows.

Forward-looking statements should not be viewed as predictions and should not be the primary basis on which investors evaluate State Street. Any investor in State Street should consider all risks and uncertainties disclosed in our SEC filings, including our filings under the Securities Exchange Act of 1934, in particular our annual reports on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K, and our registration statements filed under the Securities Act of 1933, all of which are accessible on the SEC's website at www.sec.gov or on the “Investor Relations” section of our corporate website at www.statestreet.com.

OVERVIEW OF FINANCIAL RESULTS


TABLE 1: OVERVIEW OF FINANCIAL RESULTS
	Three Months Ended March 31,
(Dollars in millions, except per share amounts)	2021			2020			% Change
Total fee revenue	$	2,483		$	2,399		4	%
Net interest income	467			664			(30)
Total other income	—			2			nm
Total revenue	2,950			3,065			(4)
Provision for credit losses	(9)			36			(125)
Total expenses	2,332			2,255			3
Income before income tax expense	627			774			(19)
Income tax expense	108			140			(23)

Net income	$	519		$	634		(18)
Adjustments to net income:
Dividends on preferred stock(1)	$	(30)		$	(53)		(43)
Earnings allocated to participating securities(2)	—			(1)			nm
Net income available to common shareholders	$	489		$	580		(16)
Earnings per common share:
Basic	$	1.39		$	1.64		(15)
Diluted	1.37			1.62			(15)
Average common shares outstanding (in thousands):
Basic	350,743			353,746			(1)
Diluted	355,690			357,993			(1)
Cash dividends declared per common share	$	.52		$	.52		—
Return on average common equity	8.4		%	10.9		%	(250) bps
Pre-tax margin	21.3			25.3			(400)

(1) Additional information about our preferred stock dividends is provided in Note 12 to the consolidated financial statements in this Form 10-Q.

(2) Represents the portion of net income available to common equity allocated to participating securities, composed of unvested and fully vested SERP (Supplemental executive retirement plans) shares and fully vested deferred director stock awards, which are equity-based awards that contain non-forfeitable rights to dividends, and are considered to participate with the common stock in undistributed earnings.

nm Not meaningful

The following “Financial Results and Highlights” section provides information related to significant events, as well as highlights of our consolidated financial results for the first quarter of 2021 presented in Table 1: Overview of Financial Results. More detailed information about our consolidated financial results, including the comparison of our financial results for the first quarter of 2021 compared to the same period in 2020, is provided under “Consolidated Results of Operations”, "Line of Business Information" and "Capital" which follows these sections, as well as in our consolidated financial statements in this Form 10-Q. In this Management’s Discussion and Analysis, where we describe the effects of changes in foreign currency translation, those effects are determined by applying applicable weighted average FX rates from the relevant 2020 period to the relevant 2021 period results.

Financial Results and Highlights

•First quarter of 2021 financial performance:

◦Total fee revenue was up 4% in the first quarter of 2021, compared to the same period in 2020, including 2% due to currency translation.

◦Servicing fee revenues were up 7% in the first quarter of 2021, compared to the same period in 2020, including 3% due to currency translation. Management fee revenues were up 6% in the first quarter of 2021, compared to the same period in 2020, including 2% due to currency translation.

◦EPS of $1.37 in the first quarter of 2021 decreased 15% compared to $1.62 in the same period in 2020, driven by lower net interest income and higher expenses.

◦In the first quarter of 2021, return on equity of 8.4% decreased from 10.9% in the same period in 2020, primarily due to a decrease in net income available to common shareholders. Pre-tax margin of 21.3% in the first quarter of 2021 decreased from 25.3% in the same period in 2020, primarily due to a decrease in total revenue and an increase in total expenses.

◦Operating leverage was (7.2)% points in the first quarter of 2021. Operating leverage represents the difference between the percentage change in total revenue and the percentage change in total expenses,

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

in each case relative to the prior year period.

•During the first quarter of 2021, our business and financial results continued to reflect effects of the COVID-19 pandemic:

◦Approximately 80% of our employees globally continue to work remotely as of March 31, 2021.

◦The Federal Reserve Board announced in March 2021 that it will maintain the restrictions on capital distributions of bank holding companies until June 2021.

◦We continued to experience high levels of client deposits in the first quarter of 2021 amidst the Federal Reserve's expansionary monetary policy.

Revenue

•Total revenue decreased 4% in the first quarter of 2021 compared to the same period in 2020, including 2% due to currency translation, as the increase in total fee revenue was offset by a decline in NII. Total fee revenue increased 4% in the first quarter of 2021 compared to the same period in 2020, primarily driven by increases in servicing fees, management fees, securities finance and software and processing fees, partially offset by lower foreign exchange trading services revenue.

•Servicing fee revenue increased 7% in the first quarter of 2021 compared to the same period in 2020, primarily due to higher average equity market levels, partially offset by normal pricing headwinds. Currency translation increased servicing fees by 3% in the first quarter of 2021, relative to the same period in 2020.

•Management fee revenue increased 6% in the first quarter of 2021, compared to the same period in 2020, primarily due to higher average equity market levels and net inflows from ETFs and cash, partially offset by an idiosyncratic institutional client asset reallocation from higher fee products as a result of a change in their investment strategy and higher money market fee waivers. Currency translation increased management fees by 2% in the first quarter of 2021, relative to the same period in 2020.

•Foreign exchange trading services decreased 22% in the first quarter of 2021 compared to the same period in 2020, primarily due to lower FX volatility as compared to the levels

seen at the beginning of the COVID-19 pandemic in the first quarter of 2020, partially offset by higher client FX volumes.

•Securities finance revenue increased 8% in the first quarter of 2021 compared to the same period in 2020, reflecting higher agency lending and enhanced custody balances.

•Software and processing fees revenue increased 55% in the first quarter of 2021 compared to the same period in 2020, primarily driven by higher market-related adjustments.

•NII decreased 30% in the first quarter of 2021 compared to the same period in 2020, primarily due to lower global interest rates and the absence of episodic market-related benefits in the first quarter of 2020, partially offset by higher deposits reflecting the impact of the Federal Reserve’s expansionary monetary policy, and growth in the investment portfolio.

Provision for Credit Losses

•The provision for credit losses was a $9 million reserve release in the first quarter of 2021, compared to an expense of $36 million in the same period in 2020, which reflects a shift in management’s economic outlook toward economic expansion and limited negative credit migration within our loan portfolio.

Expenses

•Total expenses increased 3% in the first quarter of 2021 compared to the same period in 2020, primarily reflecting higher notable items. Currency translation increased expenses by 2% in the first quarter of 2021, relative to the same period in 2020.

•The impact of notable items in the first quarter of 2021 includes:

◦legal and other expenses of approximately $29 million, including $20 million in information systems and communications, $8 million in transaction processing services and $1 million in other expenses.

◦acquisition and restructuring costs of approximately $10 million, primarily related to CRD; and

◦costs of $5 million due to the partial redemption of outstanding Series F non-cumulative perpetual preferred stock representing the difference between the redemption value and the net carrying value of the preferred stock.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

•The impact of notable items in the first quarter of 2020 includes:

◦acquisition and restructuring costs of approximately $11 million, primarily related to CRD; and

◦costs of $9 million due to the redemption of all outstanding Series C non-cumulative perpetual preferred stock representing the difference between the redemption value and the net carrying value of the preferred stock.

AUC/A and AUM

•AUC/A of $40.26 trillion increased 26% as of March 31, 2021 compared to March 31, 2020, primarily due to higher period-end market levels, net new business growth and client flows. In the first quarter of 2021, newly announced asset servicing mandates totaled approximately $343 billion. Servicing assets remaining to be installed in future periods totaled approximately $463 billion as of March 31, 2021, of which approximately one-third is attributed to State Street Alpha.

•AUM of $3.59 trillion increased 34% as of March 31, 2021 compared to March 31, 2020, primarily due to higher period-end market levels and net inflows from ETFs and cash, partially offset by institutional net outflows.

Capital

•In the first quarter of 2021, we returned a total of approximately $659 million to our shareholders in the form of common stock dividends and share repurchases.

◦We declared common stock dividends of $0.52 per share, totaling $182 million in the first quarter of 2021, compared to $0.52 per share, totaling $183 million in the first quarter of 2020.

◦In the first quarter of 2021, we acquired 6.2 million shares of common stock, under a share repurchase program approved by our Board in January 2021, at an average per share cost of $76.21 and an aggregate cost of approximately $475 million. In the first quarter of 2020, we acquired 6.5 million shares of common stock at an average per share cost of $77.35 and an aggregate cost of approximately $500 million.

▪In April 2021, our Board authorized a share repurchase program for the purchase of up to $425 million of our common stock through June 30, 2021, in compliance with the limit set by the Federal Reserve.

•Our CET1 capital ratio decreased to 10.8% as of March 31, 2021, compared to 12.3% as of December 31, 2020, primarily due to an episodic increase in risk-weighted assets related to FX trading and overdraft activity, as well as lower capital related to accumulated other comprehensive income and intangible assets. Our Tier 1 leverage ratio decreased to 5.4% as of March 31, 2021 compared to 6.4% as of December 31, 2020, primarily due to an increase in adjusted average assets driven by higher deposits, partially offset by higher retained earnings. As of both March 31, 2021 and December 31, 2020, standardized capital ratios were binding.

Capital Redemptions

•On March 15, 2021, we redeemed an aggregate of $500 million, or 5,000 of the 7,500 outstanding shares of our non-cumulative perpetual preferred stock, Series F, for cash at a redemption price of $100,000 per share (equivalent to $1,000 per depositary share) plus all declared and unpaid dividends.

Debt Issuances

•On March 3, 2021, we issued $850 million aggregate principal amount of 2.200% Senior Subordinated Notes due 2031. The offering was structured utilizing an underwriting syndicate substantially made up of Minority-, Women- or Veteran-owned Business Enterprises (MWVBE) as bookrunners and co-managers.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

CONSOLIDATED RESULTS OF OPERATIONS

This section discusses our consolidated results of operations for the first quarter of 2021 compared to the same period in 2020 and should be read in conjunction with the consolidated financial statements and accompanying notes to the consolidated financial statements in this Form 10-Q.

Total Revenue


TABLE 2: TOTAL REVENUE















	Three Months Ended March 31,				% Change
(Dollars in millions)	2021		2020
Fee revenue:
Servicing fees	$	1,371	$	1,287	7	%
Management fees(1)	493		464		6
Foreign exchange trading services(1)	346		444		(22)
Securities finance	99		92		8
Software and processing fees	174		112		55
Total fee revenue(2)	2,483		2,399		4
Net interest income:
Interest income	471		868		(46)
Interest expense	4		204		(98)
Net interest income	467		664		(30)
Other income:
Gains (losses) related to investment securities, net	—		2		nm
Other income	—		—		nm
Total other income	—		2		nm
Total revenue	$	2,950	$	3,065	(4)

(1) Certain fees associated with our GLD ETFs have been reclassified from foreign exchange trading services to management fees to better reflect the nature of those fees. Prior periods have been reclassified to conform to current-period presentation. These fees were approximately $15 million in the first quarter of 2020.

(2) The impact of State Street Global Advisors gross money market fund fee waivers on management fee revenue was approximately $15 million in the first quarter of 2021, with an additional approximately $10 million of gross money market fund fee waivers attributable to other fee revenue lines in the same period.

nm Not meaningful

Fee Revenue

Table 2: Total Revenue, provides the breakout of fee revenue for the first quarters of 2021 and 2020. Servicing and management fees collectively made up approximately 75% and 73% of the total fee revenue in the first quarters of 2021 and 2020, respectively.

Servicing Fee Revenue

Generally, our servicing fee revenues are affected by several factors including changes in market valuations, client activity and asset flows, net new business and the manner in which we price our services. We provide a range of services to our clients, including core custody services, accounting, reporting and administration and middle office services, and the nature and mix of services provided affects our servicing fees. The basis for fees will differ across regions and clients.

Changes in Market Valuations

Our servicing fee revenue is impacted by both our levels and the geographic and product mix of our AUC/A. Increases or decreases in market valuations have a corresponding impact on the level of our AUC/A and servicing fee revenues, though the degree of impact will vary depending on asset types and classes and geography of assets held within our clients’ portfolios.

Over the five years ended December 31, 2020, we estimate that worldwide market valuations impacted our servicing fee revenues by approximately (1)% to 5% annually. See Table 3: Daily Averages, Month-End Averages and Quarter-End Equity Indices for selected indices. While the specific indices presented are indicative of general market trends, the asset types and classes relevant to individual client portfolios can and do differ, and the performance of associated relevant indices and of client portfolios can therefore differ from the performance of the indices presented. In addition, our asset classifications may differ from those industry classifications presented.

Assuming that all other factors remain constant, including client activity and asset flows and pricing, we estimate, using relevant information as of March 31, 2021 that a 10% increase or decrease in worldwide equity valuations, on a weighted average basis, over the relevant periods for which our servicing fees are calculated, would result in a corresponding change in our total servicing fee revenues, on average and over multiple quarters, of approximately 3%. We estimate, similarly assuming all other factors constant and using relevant information as of March 31, 2021, that changes in worldwide fixed income markets, which on a weighted average basis and over time are typically less volatile than worldwide equity markets, have a smaller impact on our servicing fee revenues on average and over time.

State Street Corporation | 10

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS


TABLE 3: DAILY AVERAGES, MONTH-END AVERAGES AND QUARTER-END EQUITY INDICES(1)
	Daily Averages of Indices				Month-End Averages of Indices				Quarter-End Indices
	Three Months Ended March 31,				Three Months Ended March 31,				As of March 31,
	2021	2020	% Change		2021	2020	% Change		2021	2020	% Change
S&P 500®	3,866	3,056	27	%	3,833	2,921	31	%	3,973	2,585	54	%
MSCI EAFE®	2,201	1,868	18		2,167	1,788	21		2,208	1,560	42
MSCI® Emerging Markets	1,363	1,030	32		1,328	972	37		1,316	849	55

(1) The index names listed in the table are service marks of their respective owners.


TABLE 4: QUARTER-END DEBT INDICES(1)
	As of March 31,
	2021	2020	% Change
Barclays Capital U.S. Aggregate Bond Index®	2,311	2,295	1	%
Barclays Capital Global Aggregate Bond Index®	534	510	5

(1) The index names listed in the table are service marks of their respective owners.

Client Activity and Asset Flows

Client activity and asset flows are impacted by the number of transactions we execute on behalf of our clients, including FX settlements, equity and derivative trades, and wire transfer activity, as well as actions by our clients to change the asset class in which their assets are invested. Our servicing fee revenues are impacted by a number of factors, including transaction volumes, asset levels and asset classes in which funds are invested, as well as industry trends associated with these client-related activities.

Our clients may change the asset classes in which their assets are invested, based on their market outlook, risk acceptance tolerance or other considerations. Over the five years ended December 31, 2020, we estimate that client activity and asset flows, together, impacted our servicing fee revenues by approximately (1)% to 2% annually. See Table 5: Industry Asset Flows for selected asset flow information. While the asset flows presented are indicative of general market trends, the asset types and classes relevant to individual client portfolios can and do differ, and our flows may differ from those market trends. In addition, our asset classifications may differ from those industry classifications presented.


TABLE 5: INDUSTRY ASSET FLOWS
	Three Months Ended March 31,
(In billions)	2021		2020
North America - (US Domiciled) - Morningstar Direct Market Data(1)(2)(3)
Long-Term Funds(4)	$	142.0	$	(240.1)
Money Market	176.2		664.8
Exchange-Traded Fund	180.3		22.1
Total Flows	$	498.5	$	446.8

Europe - Morningstar Direct Market Data(1)(2)(5)
Long-Term Funds(4)	$	290.1	$	(137.6)
Money Market	(52.8)		11.6
Exchange-Traded Fund	61.7		(2.9)


Total Flows	$	299.0	$	(128.9)

(1) Industry data is provided for illustrative purposes only. It is not intended to reflect our activity or our clients' activity and is indicative of only segments of the entire industry.

(2) Source: Morningstar. The data includes long-term mutual funds, ETFs and money market funds. Mutual fund data represents estimates of net new cash flow, which is new sales minus redemptions combined with net exchanges, while ETF data represents net issuance, which is gross issuance less gross redemptions. Data for Fund of Funds, Feeder funds and Obsolete funds were excluded from the series to prevent double counting. Data is from the Morningstar Direct Asset Flows database.

(3) The first quarter of 2021 data for North America (US domiciled) includes Morningstar direct actuals for January and February 2021 and Morningstar direct estimates for March 2021.

(4) The long-term fund flows reported by Morningstar direct in North America are composed of US domiciled market flows mainly in Equities, Allocation and Fixed-Income asset classes. The long-term fund flows reported by Morningstar direct in EMEA are composed of the European market flows mainly in Equities, Allocation and Fixed-Income asset classes.

(5) The first quarter of 2021 data is on a rolling three month basis for December 2020 through February 2021, sourced by Morningstar.

State Street Corporation | 11

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Net New Business

Over the five years ended December 31, 2020, net new business, which includes business both won and lost, has affected our servicing fee revenues by approximately 2% on average with a range of 0% to 3% annually. Gross investment servicing mandates were $343 billion in the first quarter of 2021 and $1.3 trillion per year on average over the past five years. Over the five years ended December 31, 2020, gross annual investment servicing mandates ranged from $750 billion to nearly $2.0 trillion.

New business impacting servicing fees can include: custody; product accounting; daily valuation and administration; record-keeping; cash management; and other services. Revenues associated with new servicing mandates may vary based on the breadth of services provided, the time required to install the assets, and the types of assets installed.

Revenues associated with new mandates are not reflected in our servicing fee revenue until the assets have been installed. Our installation timeline, in general, can range from 6 to 36 months, with the average installation timeline being approximately 9 to 12 months over the 2 years ended December 31, 2020. Our more complex installations, including new State Street Alpha mandates, will generally be on the longer end of that range.

Pricing

The industry in which we operate has historically faced pricing pressure, and our servicing fee revenues are also affected by such pressures today. Consequently, no assumption should be drawn as to future revenue run rate from announced servicing wins, as the amount of revenue associated with AUC/A can vary materially. On average, over the five years ended December 31, 2020, we estimate that pricing pressure with respect to existing clients has impacted our servicing fees by approximately (2)% annually, with the impact ranging from (1)% to (4)% in any given year. Pricing concessions can be a part of a contract renegotiation with a client including terms that may benefit us, such as extending the terms of our relationship with the client, expanding the scope of services that we provide or reducing our dependency on manual processes through the standardization of the services we provide. The timing of the impact of additional revenue generated by anticipated additional services, and the amount of revenue generated, may differ from the impact of pricing concessions on existing services due to the necessary time required to onboard those new services, the nature of those services and client investment practices. These same market pressures also impact the fees we negotiate when we win business from new clients.

In order to offset the typical client attrition and normal pricing headwinds, we estimate that we need at least $1.5 trillion of new AUC/A per year; although, notwithstanding increases in AUC/A, servicing fees remain subject to several factors, including changes in market valuations, client activity and asset flows, the manner in which we price our services, the nature of the assets being serviced and the type of services and the other factors described in Item 1A, "Risk Factors", in our 2020 Form 10-K.

Historically, and based on an indicative sample of revenue, we estimate that approximately 55%, on average, of our servicing fee revenues have been variable due to changes in asset valuations including changes in daily average valuations of AUC/A; another 15%, on average, of our servicing fees are impacted by the volume of activity in the funds we serve; and the remaining approximately 30% of our servicing fees tend not to be variable in nature nor impacted by market fluctuations or values.

The impact of the above, client activity and asset flows, net new business and pricing, noted drivers of our servicing fee revenue will vary depending on the mix of products and services we provide to our clients. The full impact of changes in market valuations and the volume of activity in the funds may not be fully reflected in our servicing fee revenues in the periods in which the changes occur, particularly in periods of higher volatility.

Management Fee Revenue

Management fees generally are affected by our level of AUM, which we report based on month-end valuations. Management fees for certain components of managed assets, such as ETFs, mutual funds and UCITS, are affected by daily average valuations of AUM. Management fee revenue is more sensitive to market valuations than servicing fee revenue, as a higher proportion of the underlying services provided, and the associated management fees earned, are dependent on equity and fixed-income security valuations. Additional factors, such as the relative mix of assets managed, may have a significant effect on our management fee revenue. While certain management fees are directly determined by the values of AUM and the investment strategies employed, management fees may reflect other factors, including performance fee arrangements, as well as our relationship pricing for clients. In addition, in a prolonged low-interest rate environment, such as we are currently experiencing, we have waived and may in the future waive certain fees for our clients for money market products.

The impact of State Street Global Advisors gross money market fund fee waivers on total management fee revenue was approximately $15 million in the first quarter of 2021; however, we anticipate that gross money market fee waivers will

State Street Corporation | 12

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

be higher in subsequent quarters of 2021. As of March 31, 2021, and assuming short-term spot interest rates and the amount of money market fund assets remain constant, we estimate that the impact of gross money market fee waivers on our management fees would be approximately $35 million per quarter. We believe that a further decline in short-term interest rates, primarily one- and three-month interest rates, to zero would not materially impact this estimate. Alternatively, if short-term interest rates were to rise by approximately 10bps, the impact of gross money market fee waivers on our management fees would be largely mitigated in the subsequent quarterly periods.

Asset-based management fees for passively managed products, to which our AUM is currently primarily weighted, are generally charged at a lower fee on AUM than for actively managed products. Actively managed products may also include performance fee arrangements which are recorded when the fee is earned, based on predetermined benchmarks associated with the applicable account's performance.

In light of the above, we estimate, using relevant information as of March 31, 2021 and assuming that all other factors remain constant, including the impact of business won and lost and client flows, that:

•A 10% increase or decrease in worldwide equity valuations, on a weighted average basis, over the relevant periods for which our management fees are calculated, would result in a corresponding change in our total management fee revenues, on average and over multiple quarters, of approximately 5%; and

•A 10% increase or decrease in worldwide fixed-income valuations, on a weighted average basis, over the relevant periods for which our management fees are calculated, would result in a corresponding change in our total management fee revenues, on average and over multiple quarters, of approximately 4%.

Daily averages, month-end averages and quarter-end indices demonstrate worldwide changes in equity and debt markets that affect our management fee revenue. Quarter-end indices affect the values of AUM as of those dates. See Table 3: Daily Averages, Month-End Averages and Quarter-End Equity Indices for selected indices.

Additional information about fee revenue is provided under "Line of Business Information" included in this Management's Discussion and Analysis.

Net Interest Income

See Table 2: Total Revenue, for the breakout of

interest income and interest expense for the first quarters of 2021 and 2020.

NII is defined as interest income earned on interest-earning assets less interest expense incurred on interest-bearing liabilities. Interest-earning assets, which principally consist of investment securities, interest-bearing deposits with banks, loans, resale agreements and other liquid assets, are financed primarily by client deposits, short-term borrowings and long-term debt.

NIM represents the relationship between annualized FTE NII and average total interest-earning assets for the period. It is calculated by dividing FTE NII by average interest-earning assets. Revenue that is exempt from income taxes, mainly earned from certain investment securities (state and political subdivisions), is adjusted to a FTE basis using the U.S. federal and state statutory income tax rates.

NII on a FTE basis decreased in the first quarter of 2021 compared to the same period in 2020, primarily due to lower global interest rates and the absence of episodic market-related benefits in the first quarter of 2020, partially offset by growth in deposits and the investment portfolio.

Investment securities net premium amortization, which is included in interest income, was $169 million in the first quarter of 2021 compared to $108 million in the same period in 2020. The increase is primarily driven by higher MBS premium amortization as a result of lower interest rates and faster prepayments.

Interest income related to debt securities is recognized in our consolidated statement of income using the effective interest method, or on a basis approximating a level rate of return over the contractual or estimated life of the security. The rate of return considers any non-refundable fees or costs, as well as purchase premiums or discounts, resulting in amortization or accretion, accordingly. The amortization of premiums and accretion of discounts are adjusted for prepayments when they occur, which primarily impact mortgage-backed securities.

The following table presents the investment securities amortizable purchase premium net of discount accretion for the periods indicated:


TABLE 6: INVESTMENT SECURITIES NET PREMIUM AMORTIZATION








	Three Months Ended March 31,
(Dollars in millions)	2021						2020
	MBS		Non -MBS		Total(1)		MBS		Non- MBS		Total
Unamortized premiums, net of discounts at period end	$	1,008	$	602	$	1,610	$	983	$	670	$	1,653
Net premium amortization(2)	105		64		169		66		42		108

(1) The investment securities portfolio duration is 3.1 years as of March 31, 2021.

(2) Net of discount accretion on MMLF HTM securities.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

See Table 7: Average Balances and Interest Rates - Fully Taxable-Equivalent Basis, for the breakout of NII on a FTE basis for the first quarters of 2021 and 2020.


TABLE 7: AVERAGE BALANCES AND INTEREST RATES - FULLY TAXABLE-EQUIVALENT BASIS(1)

























	Three Months Ended March 31,
	2021						2020
(Dollars in millions; fully taxable-equivalent basis)	Average Balance		Interest Revenue/Expense		Rate		Average Balance		Interest Revenue/Expense		Rate
Interest-bearing deposits with banks(2)	$	95,235	$	(9)	(.04)	%	$	67,120	$	81	.49	%
Securities purchased under resale agreements(3)	4,568		10		.88		1,805		65		14.38
Trading account assets	800		—		—		915		—		—
Investment securities:
Investment securities available for sale	59,191		140		.95		54,242		216		1.59
Investment securities held-to-maturity	47,356		183		1.54		41,273		271		2.62
Investment securities held-to-maturity purchased under money market liquidity facility	1,262		4		1.35		2,045		8		1.57
Total Investment securities	107,809		327		1.21		97,560		495		2.19
Loans	28,025		142		2.05		28,468		185		2.62
Other interest-earning assets	18,296		5		.10		10,764		46		1.70
Average total interest-earning assets	$	254,733	$	475	.76		$	206,632	$	872	1.70
Interest-bearing deposits:
U.S.	$	100,974	$	3	.01	%	$	80,247	$	100	.50	%
Non-U.S.(2)(4)	78,433		(72)		(.37)		64,340		(32)		(.20)
Total interest-bearing deposits(4)(5)	179,407		(69)		(.16)		144,587		68		.19
Securities sold under repurchase agreements	1,017		—		.05		1,773		2		.55
Short-term borrowings under money market liquidity facility	1,264		4		1.21		2,187		6		1.11
Other short-term borrowings	764		—		.14		2,960		10		1.32
Long-term debt	13,819		60		1.74		13,288		88		2.64
Other interest-bearing liabilities	4,848		9		.73		3,434		30		3.55
Average total interest-bearing liabilities	$	201,119	$	4	.01		$	168,229	$	204	.49
Interest rate spread					.75	%					1.21	%
Net interest income, fully taxable-equivalent basis			$	471					$	668
Net interest margin, fully taxable-equivalent basis					.75	%					1.30	%
Tax-equivalent adjustment			(4)						(4)
Net interest income, GAAP basis			$	467					$	664

(1) Rates earned/paid on interest-earning assets and interest-bearing liabilities include the impact of hedge activities associated with our asset and liability management activities where applicable.

(2) Negative values reflect the interest rate environment outside of the U.S. where central bank rates are below zero for several major currencies.

(3) Reflects the impact of balance sheet netting under enforceable netting agreements of approximately $87.37 billion for the first quarter of 2021 compared to $123.96 billion in the same period in 2020. Excluding the impact of netting, the average interest rates would be approximately 0.04% in the first quarter of 2021 compared to 0.21% in the first quarter of 2020.

(4) Average rate includes the impact of FX swap costs of approximately ($21) million for the first quarter of 2021 compared to ($2) million for the same period in 2020. Average rates for total interest-bearing deposits excluding the impact of FX swap costs were (0.11)% in the first quarter of 2021 compared to 0.19% in the same period in 2020.

(5) Total deposits averaged $226.23 billion in the first quarter of 2021 compared to $180.16 billion in the same period in 2020.

Changes in the components of interest-earning assets and interest-bearing liabilities are discussed in more detail below. Additional information about the components of interest income and interest expense is provided in Note 14 to the consolidated financial statements in this Form 10-Q.

Average total interest-earning assets were $254.73 billion in the first quarter of 2021 compared to $206.63 billion in the same period in 2020. The increase is primarily due to higher interest-bearing deposits with banks and investment securities.

Interest-bearing deposits with banks averaged $95.24 billion in the first quarter of 2021 compared to $67.12 billion in the same period in 2020. These deposits primarily reflect our maintenance of cash balances at the Federal Reserve, the European Central Bank (ECB) and other non-U.S. central banks. The higher levels of average cash balances with central banks reflect higher levels of client deposits.

State Street Corporation | 14

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Securities purchased under resale agreements averaged $4.57 billion in the first quarter of 2021 compared to $1.81 billion in the same period in 2020. The impact of balance sheet netting decreased to $87.37 billion on average in the first quarter of 2021 compared to $123.96 billion in the same period in 2020. We maintain an agreement with Fixed Income Clearing Corporation (FICC), a clearing organization that enables us to net all securities sold under repurchase agreements against those purchased under resale agreements with counterparties that are also members of the clearing organization. The decrease in average balance sheet netting in the first quarter of 2021 compared to the same period in 2020 is primarily due to lower FICC repo volumes from an increased cash supply and lower short-term interest rates driven by the COVID-19 pandemic stimulus measures and Federal Reserve intervention.

We have been a sponsoring member within FICC since 2005 and continue to expand our client base as program eligibility parameters broaden. We enter into repurchase and resale transactions in eligible securities with sponsored clients and with other FICC members and, pursuant to FICC Government Securities Division rules, submit, novate and net the transactions. We may sponsor clients to clear their eligible repurchase transactions with FICC, backed by our guarantee to FICC of the prompt and full payment and performance of our sponsored member clients’ respective obligations. We obtain a security interest from our sponsored clients in the high quality securities collateral that they receive, which is designed to mitigate our potential exposure to FICC.

Average investment securities increased to $107.81 billion in the first quarter of 2021 from $97.56 billion in the same period in 2020 primarily driven by MBS balances and foreign government bonds. The growth reflects our deployment of higher structural deposit levels that resulted from the COVID-19 pandemic.

Loans averaged $28.03 billion in the first quarter of 2021 compared to $28.47 billion in the same period in 2020. Average core loans, which exclude overdrafts and highlight our efforts to grow our lending portfolio, averaged $23.80 billion in the first quarter of 2021 compared to $22.18 billion in the same period in 2020.

Average other interest-earning assets, largely associated with our enhanced custody business, increased to $18.30 billion in the first quarter of 2021 from $10.76 billion in the same period in 2020, primarily driven by an increase in the level of cash collateral posted. Enhanced custody is our securities financing business where we act as principal with respect to our custody clients and generate securities finance revenue. The NII earned on these

transactions is generally lower than the interest earned on other alternative investments.

Aggregate average total interest-bearing deposits increased to $179.41 billion in the first quarter of 2021 from $144.59 billion in the same period in 2020. Average U.S. interest-bearing deposits increased as a result of the market uncertainty due to the COVID-19 pandemic, U.S. monetary policy and the level of global interest rates. We expect deposits to remain elevated within the current environment of low-interest rates and continued expansion of the money supply by the Federal Reserve. Future deposit levels will be influenced by the underlying asset servicing business, client deposit behavior and market conditions, including the general levels of U.S. and non-U.S. interest rates.

Average other short-term borrowings, typically associated with our tax-exempt investment program, decreased to $0.76 billion in the first quarter of 2021 from $2.96 billion in the same period in 2020.

Average long-term debt was $13.82 billion in the first quarter of 2021 compared to $13.29 billion in the same period in 2020. These amounts reflect issuances, redemptions and maturities of senior debt during the respective periods, including the issuance of $850 million aggregate principal amount of senior subordinated debt in March 2021.

Average other interest-bearing liabilities were $4.85 billion in the first quarter of 2021 compared to $3.43 billion in the same period in 2020. Other interest-bearing liabilities primarily reflect our level of cash collateral received from clients in connection with our enhanced custody business, which is presented on a net basis where we have enforceable netting agreements.

Several factors could affect future levels of NII and NIM, including the volume and mix of client deposits and funding sources; central bank actions; balance sheet management activities; changes in the level and slope of U.S. and non-U.S. interest rates; revised or proposed regulatory capital or liquidity standards, or interpretations of those standards; the yields earned on securities purchased compared to the yields earned on securities sold or matured; and changes in the type and amount of credit or other loans we extend.

Based on market conditions and other factors, including regulatory standards, we continue to reinvest the majority of the proceeds from pay-downs and maturities of investment securities in highly-rated U.S. and non-U.S. securities, such as federal agency MBS, sovereign debt securities and U.S. Treasury and agency securities. The pace at which we reinvest and the types of investment securities purchased will depend on the impact of market conditions, the

State Street Corporation | 15

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

implementation of regulatory standards, including interpretation of those standards and other factors over time. We expect these factors and the levels of global interest rates to impact our reinvestment program and future levels of NII and NIM.

Provision for Credit Losses

The provision for credit losses was a $9 million reserve release in the first quarter of 2021, which reflects a shift in management’s economic outlook toward economic expansion and limited negative credit migration within our loan portfolio. This compares to a $36 million provision for credit losses in the first quarter of 2020.

Additional information is provided under “Loans” in "Financial Condition" in this Management's Discussion and Analysis and in Note 4 to the consolidated financial statements in this Form 10-Q.

Expenses

Table 8: Expenses, provides the breakout of expenses for the first quarters of 2021 and 2020.


TABLE 8: EXPENSES
	Three Months Ended March 31,				% Change
(Dollars in millions)	2021		2020
Compensation and employee benefits	$	1,242	$	1,208	3	%
Information systems and communications(1)	421		385		9
Transaction processing services(1)	270		254		6
Occupancy	109		109		—
Amortization of other intangible assets	58		58		—
Acquisition costs	11		11		—
Restructuring charges, net	(1)		—		—
Other:
Professional services	80		81		(1)
Other(1)	142		149		(5)
Total other	222		230		(3)
Total expenses	$	2,332	$	2,255	3
Number of employees at quarter-end	39,318		39,318		—

(1) Legal and other expenses notable item of $29 million in the first quarter of 2021 included $20 million in information systems and communications, $8 million in transaction processing services and $1 million in other expenses.

Compensation and employee benefits expenses increased 3% in the first quarter of 2021 compared to the same period in 2020, primarily due to higher seasonal expenses, partially offset by lower headcount in high cost locations. Currency translation increased compensation and employee benefits expenses by 2% in the first quarter of 2021, relative to the same period in 2020.

Seasonal deferred incentive compensation expenses were $176 million in the first quarter of 2021 compared to $151 million in the same period in 2020.

Total headcount was flat as of March 31, 2021 compared to March 31, 2020, primarily driven by hiring in global hubs, offset by a reduction in high cost locations.

Information systems and communications expenses increased 9% in the first quarter of 2021 compared to the same period in 2020. The increase was primarily related to higher software costs and technology infrastructure investments, as well as the impact of notable items. Currency translation increased information systems and communications expenses by 1% in the first quarter of 2021, relative to the same period in 2020.

Transaction processing services expenses increased 6% in the first quarter of 2021 compared to the same period in 2020, primarily due to higher sub-custody costs and the impact of notable items, partially offset by savings initiatives. Currency translation increased transaction processing services expenses by 2% in the first quarter of 2021, relative to the same period in 2020.

Occupancy expenses were flat in the first quarter of 2021 compared to the same period in 2020.

Amortization of other intangible assets was flat in the first quarter of 2021 compared to the same period in 2020.

Other expenses decreased 3% in the first quarter of 2021 compared to the same period in 2020, primarily driven by lower travel costs.

Acquisition Costs

We recorded approximately $11 million of acquisition costs in both the first quarters of 2021 and 2020, related to our acquisition of CRD. As we integrate CRD into our business, we expect to incur a total of approximately $225 million of acquisition costs through 2021, after which we will no longer distinguish certain CRD costs as acquisition costs. As of March 31, 2021, we have incurred $175 million of acquisition costs related to CRD. We expect to incur any remaining significant acquisition costs related to CRD in 2021.

Restructuring and Repositioning Charges

The following table presents aggregate activity for repositioning charges for the periods indicated:


TABLE 9: RESTRUCTURING AND REPOSITIONING CHARGES
(In millions)	Employee Related Costs		Real Estate Actions		Asset and Other Write-offs		Total











Accrual Balance at December 31, 2019	$	190	$	7	$	1	$	198


Payments and Other Adjustments	(33)		(1)		—		(34)
Accrual Balance at March 31, 2020	$	157	$	6	$	1	$	164
Accrual Balance at December 31, 2020	$	190	$	6	$	—	$	196
Accruals for Beacon	(1)		—		—		(1)
Accruals for Repositioning Charges	—		2		—		2
Payments and Other Adjustments	(9)		(2)		—		(11)
Accrual Balance at March 31, 2021	$	180	$	6	$	—	$	186

State Street Corporation | 16

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Income Tax Expense

Income tax expense was $108 million in the first quarter of 2021 compared to $140 million in the same period in 2020. Our effective tax rate was 17.2% in the first quarter of 2021, compared to 18.1% in the same period in 2020. The effective tax rate for 2021 includes an increase of foreign tax credits.

LINE OF BUSINESS INFORMATION

Investment Servicing, through State Street Institutional Services, State Street Global Markets, State Street Global Exchange and CRD, provides services for institutional clients, including mutual funds, collective investment funds and other investment pools, corporate and public retirement plans, insurance companies, investment managers, foundations and endowments worldwide. Products include: custody; product accounting; daily pricing and administration; master trust and master custody; depotbank services (a fund oversight role created by non-U.S. regulation); record-keeping; cash management; foreign exchange, brokerage and other trading services; securities finance and enhanced custody products; deposit and short-term investment facilities; loans and lease financing; investment manager and alternative investment manager operations outsourcing; performance, risk and compliance analytics; and financial data management to support institutional investors.

Included within our Investment Servicing line of business is CRD, which we acquired in October 2018. The Charles River Investment Management solution is a technology offering which is designed to automate and simplify the institutional investment process across asset classes, from portfolio management and risk analytics through trading and post-trade settlement, with integrated compliance and managed data throughout. With the acquisition of CRD, we took the first step in building our front-to-back platform, State Street Alpha. Today our State Street Alpha platform combines portfolio management, trading and execution, advanced data aggregation, analytics and compliance tools, and integration with other industry platforms and providers.

Investment Management, through State Street Global Advisors, provides a broad range of investment management strategies and products for our clients. Our investment management strategies and products span the risk/reward spectrum for equity, fixed income and cash assets, including core

and enhanced indexing, multi-asset strategies, active quantitative and fundamental active capabilities and alternative investment strategies. Our AUM is currently primarily weighted to indexed strategies. In addition, we provide a breadth of services and solutions, including environmental, social and governance investing, defined benefit and defined contribution and Global Fiduciary Solutions (formerly Outsourced Chief Investment Officer). State Street Global Advisors is also a provider of ETFs, including the SPDR® ETF brand. While management fees are primarily determined by the values of AUM and the investment strategies employed, management fees reflect other factors as well, including the benchmarks specified in the respective management agreements related to performance fees.

For information about our two lines of business, as well as the revenues, expenses and capital allocation methodologies associated with them, refer to Note 17 to the consolidated financial statements in this Form 10-Q.

Investment Servicing


TABLE 10: INVESTMENT SERVICING LINE OF BUSINESS RESULTS
(Dollars in millions, except where otherwise noted)	Three Months Ended March 31,							% Change 2021 vs. 2020
		2021			2020
Servicing fees		$	1,371		$	1,287			7	%
Foreign exchange trading services		333			434				(23)
Securities finance		95			89				7
Software and processing fees		172			137				26
Total fee revenue		1,971			1,947				1
Net interest income		473			663				(29)
Total other income		—			2				nm
Total revenue		2,444			2,612				(6)
Provision for credit losses		(9)			36				nm
Total expenses		1,879			1,859				1
Income before income tax expense		$	574		$	717			(20)
Pre-tax margin		23.5		%	27.5		%		(400) bps

nm Not meaningful

Servicing Fees

Servicing fees, as presented in Table 10: Investment Servicing Line of Business Results, increased 7% in the first quarter of 2021 compared to the same period in 2020 primarily due to higher average equity market levels, partially offset by normal pricing headwinds. Currency translation increased servicing fees by 3% and 1% in the first quarters of 2021 and 2020, respectively.

Servicing fees generated outside the U.S. were approximately 47% of total servicing fees in the first quarter of 2021 compared to approximately 45% in the same period in 2020.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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TABLE 11: ASSETS UNDER CUSTODY AND/OR ADMINISTRATION BY PRODUCT(1)
(In billions)	March 31, 2021		December 31, 2020		March 31, 2020
Collective funds	$	14,052	$	13,387	$	10,529
Mutual funds	10,439		9,810		7,301
Insurance and other products	7,929		8,000		7,311
Pension products	7,843		7,594		6,723
Total	$	40,263	$	38,791	$	31,864


TABLE 12: ASSETS UNDER CUSTODY AND/OR ADMINISTRATION BY ASSET CLASS
(In billions)	March 31, 2021		December 31, 2020		March 31, 2020
Equities	$	22,825	$	21,626	$	16,267
Fixed-income	13,022		12,834		11,096
Short-term and other investments	4,416		4,331		4,501
Total	$	40,263	$	38,791	$	31,864


TABLE 13: ASSETS UNDER CUSTODY AND/OR ADMINISTRATION BY GEOGRAPHY(2)
(In billions)	March 31, 2021		December 31, 2020		March 31, 2020
Americas	$	29,530	$	28,245	$	22,787
Europe/Middle East/Africa	8,256		8,101		7,112
Asia/Pacific	2,477		2,445		1,965
Total	$	40,263	$	38,791	$	31,864

(1) Certain previously reported amounts presented have been reclassified to conform to current-period presentation.

(2) Geographic mix is generally based on the domicile of the entity servicing the funds and is not necessarily representative of the underlying asset mix.

Asset servicing mandates newly announced in the first quarter of 2021 totaled approximately $343 billion. Servicing assets remaining to be installed in future periods totaled approximately $463 billion as of March 31, 2021, which will be reflected in AUC/A in future periods after installation and will generate servicing fee revenue in subsequent periods. Approximately one-third of servicing assets to be installed as of March 31, 2021 were attributed to State Street Alpha. The full revenue impact of such mandates will be realized over several quarters as the assets are installed and additional services are added over that period.

New asset servicing mandates may be subject to completion of definitive agreements, approval of applicable boards and shareholders and customary regulatory approvals. New asset servicing mandates and servicing assets remaining to be installed in future periods exclude certain new business which has been contracted, but for which the client has not yet provided permission to publicly disclose and the expected installation date extends beyond one quarter. These excluded assets, which from time to time may be significant, will be included in new asset servicing mandates and reflected in servicing assets remaining to be installed in the period in which the client provides its permission. Servicing mandates and servicing assets remaining to be installed in future periods are presented on a gross basis and therefore also do not include the impact of clients who have notified us during the period of their intent to terminate or reduce their relationship with us, which may from time to time be significant.

With respect to these new servicing mandates, once installed we may provide various services, including accounting, bank loan servicing, compliance reporting and monitoring, custody, depository banking services, FX, fund administration, hedge fund servicing, middle office outsourcing, performance and analytics, private equity administration, real estate administration, securities finance, transfer agency and wealth management services. Revenues associated with new servicing mandates may vary based on the breadth of services provided and the timing of installation, and the types of assets.

As a result of a decision to diversify providers, one of our large asset servicing clients has advised us it expects to move a significant portion of its ETF assets currently with State Street to one or more other providers, pending necessary approvals. We expect to continue as a significant service provider for this client after this transition and for the client to continue to be meaningful to our business. The transition is expected to begin in 2022 but will principally occur in 2023. For the year ended December 31, 2020, the fee revenue associated with the transitioning assets represented approximately 1.5% of our total fee revenue. The total revenue and income impact of this transition will depend upon a range of factors, including potential growth in our continuing business with the client and expense reductions associated with the transition.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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For additional information about the impact of worldwide equity and fixed-income valuations on our fee revenue, as well as other key drivers of our servicing fee revenue, refer to "Fee Revenue" in "Consolidated Results of Operations" included in this Management's Discussion and Analysis.

Foreign Exchange Trading Services

Foreign exchange trading services revenue, as presented in Table 10: Investment Servicing Line of Business Results, decreased 23% in the first quarter of 2021 compared to the same period in 2020, primarily due to lower FX volatility as compared to the levels seen at the beginning of the COVID-19 pandemic in the first quarter of 2020, partially offset by higher client FX volumes. Foreign exchange trading services is composed of revenue generated by FX trading and revenue generated by brokerage and other trading services, which made up 70% and 30%, respectively, of foreign exchange trading services revenue in the first quarter of 2021, compared to 76% and 24%, respectively, in the same period in 2020.

We primarily earn FX trading revenue by acting as a principal market-maker through both "direct sales and trading” and “indirect FX trading.”

•Direct sales and trading: Represent FX transactions at negotiated rates with clients and investment managers that contact our trading desk directly. These principal market-making activities include transactions for funds serviced by third party custodians or prime brokers, as well as those funds under custody with us.

•Indirect FX trading: Represents FX transactions with clients, for which we are the funds' custodian, or their investment managers, routed to our FX desk through our asset-servicing operation. We execute indirect FX trades as a principal at rates disclosed to our clients.

Our FX trading revenue is influenced by multiple factors, including: the volume and type of client FX transactions and related spreads; currency volatility, reflecting market conditions; and our management of exchange rate, interest rate and other market risks associated with our FX activities. The relative impact of these factors on our total FX trading revenues often differs from period to period. For example, assuming all other factors remain constant, increases or decreases in volumes or bid-offer spreads across product mix tend to result in increases or decreases, as the case may be, in client-related FX revenue.

Our clients that utilize indirect FX trading can, in addition to executing their FX transactions through dealers not affiliated with us, transition from indirect FX trading to either direct sales and trading

execution, including our “Street FX” service, or to one of our electronic trading platforms. Street FX, in which we continue to act as a principal market-maker, enables our clients to define their FX execution strategy and automate the FX trade execution process, both for funds under custody with us as well as those under custody at another bank.

We also earn foreign exchange trading services revenue through "electronic FX services" and "other trading, transition management and brokerage revenue."

•Electronic FX services: Our clients may choose to execute FX transactions through one of our electronic trading platforms. These transactions generate revenue through a “click” fee.

•Other trading, transition management and brokerage revenue: As our clients look to us to enhance and preserve portfolio values, they may choose to utilize our Transition or Currency Management capabilities or transact with our Equity Trade execution group. These transactions, which are not limited to foreign exchange, generate revenue via commissions charged for trades transacted during the management of these portfolios.

Securities Finance

Our securities finance business consists of three components:

(1) an agency lending program for State Street Global Advisors managed investment funds with a broad range of investment objectives, which we refer to as the State Street Global Advisors lending funds;

(2) an agency lending program for third-party investment managers and asset owners, which we refer to as the agency lending funds; and

(3) security lending transactions which we enter into as principal, which we refer to as our enhanced custody business.

Securities finance revenue earned from our agency lending activities, which is composed of our split of both the spreads related to cash collateral and the fees related to non-cash collateral, is principally a function of the volume of securities on loan, the interest rate spreads and fees earned on the underlying collateral and our share of the fee split.

As principal, our enhanced custody business borrows securities from the lending client or other market participants and then lends such securities to the subsequent borrower, either our client or a broker/dealer. We act as principal when the lending client is unable to, or elects not to, transact directly with the

State Street Corporation | 19

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

market and execute the transaction and furnish the securities. In our role as principal, we provide support to the transaction through our credit rating. While we source a significant proportion of the securities furnished by us in our role as principal from third parties, we have the ability to source securities through assets under custody from clients who have designated us as an eligible borrower.

Securities finance revenue, as presented in Table 10: Investment Servicing Line of Business Results, increased 7% in the first quarter of 2021 compared to the same period in 2020, driven by higher agency lending and enhanced custody balances.

Market influences may continue to affect client demand for securities finance, and as a result our revenue from, and the profitability of, our securities lending activities in future periods. In addition, the constantly evolving regulatory environment, including revised or proposed capital and liquidity standards, interpretations of those standards, and our own balance sheet management activities, may influence modifications to the way in which we deliver our agency lending or enhanced custody businesses, the volume of our securities lending activity and related revenue and profitability in future periods.

Software and Processing Fees

Software and processing fees revenue includes diverse types of fees and revenue, including fees from software licensing and maintenance, fees from our structured products business and other revenue including equity income from our joint venture investments, gains and losses on sales of other assets, market-related adjustments and income associated with certain tax-advantaged investments.

Software and processing fees revenue, presented in Table 10: Investment Servicing Line of Business Results, increased 26% in the first quarter of 2021 compared to the same period in 2020 and reflects approximately $87 million from CRD in the first quarter of 2021, compared to approximately $91 million from CRD in the same period in 2020. Revenue related to the front office solutions provided by CRD is primarily driven by the sale of term software licenses and software as service arrangements, including professional services such as consulting and implementation services, software support and maintenance. Approximately 50%-70% of revenue associated with a sale of software to be installed on-premises is recognized at a point in time when the customer benefits from obtaining access to and use of the software license, with the percentage

varying based on the length of the contract and other contractual terms. The remainder of revenue for on-premise installations is recognized over the length of the contract as maintenance and other services are provided. Upon renewal of an on-premises software contract, the same pattern of revenue recognition is followed with 50%-70% recognized upon renewal and the balance recognized over the term of the contract. Revenue for a Software as a Service (SaaS) related arrangement, where the customer does not take possession of the software, is recognized over the term of the contract as services are provided. Upon renewal of a SaaS arrangement, revenue continues to be recognized as services are provided under the new contract. As a result of these differences in how portions of CRD revenue are accounted for, CRD revenue may vary more than other business units quarter to quarter. CRD contributed approximately $90 million in total revenue in the first quarter of 2021, compared to approximately $95 million the same period in 2020, which included in 2021 approximately $91 million in software and processing fees and $4 million in brokerage and other trading services within foreign exchange trading services.

Amortization of tax advantage investments negatively impacted software and processing fees by approximately $26 million and $23 million in the first quarters of 2021and 2020, respectively.

In addition, FX and market-related adjustments, which also includes certain fair value adjustments, negatively impacted software and processing fees by approximately $4 million and $21 million in the first quarters of 2021 and 2020, respectively.

Expenses

Total expenses for Investment Servicing increased 1% in the first quarter of 2021 compared to the same period in 2020, primarily due to higher notable items and seasonal expenses. Currency translation increased expenses for Investment Servicing by 2% in the first quarter of 2021, relative to the same period in 2020. Seasonal deferred incentive compensation expense and payroll taxes were $141 million in the first quarter of 2021 compared to $125 million in the same period in 2020. Total expenses contributed by CRD in the first quarter of 2021 were approximately $67 million, compared to $58 million to the same period in 2020. Additional information about expenses is provided under "Expenses" in "Consolidated Results of Operations" included in this Management's Discussion and Analysis.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Investment Management


TABLE 14: INVESTMENT MANAGEMENT LINE OF BUSINESS RESULTS
(Dollars in millions, except where otherwise noted)	Three Months Ended March 31,							% Change 2021 vs. 2020
		2021			2020
Management fees(1)(2)		$	493		$	464			6	%
Foreign exchange trading services(1)(3)		13			10				30
Securities finance		4			3				33
Software and processing fees(4)		2			(25)				nm
Total fee revenue		512			452				13
Net interest income		(6)			1				nm
Total revenue		506			453				12
Total expenses		397			385				3
Income before income tax expense		$	109		$	68			60
Pre-tax margin		21.5		%	15.0		%		650 bps

(1) Certain fees associated with our GLD ETFs have been reclassified from Foreign exchange trading services to Management fees to better reflect the nature of those fees. Prior periods have been reclassified to conform to current-period presentation. These fees were approximately $15 million in the first quarter of 2020.

(2) Includes revenues from SPDR® Gold Shares and SPDR® Gold MiniSharesSM Trust AUM where we are not the investment manager but act as the marketing agent.

(3) Includes revenue for reimbursements received for certain ETFs associated with State Street Global Advisors where we act as the distribution and marketing agent.

(4) Includes other revenue items that are primarily driven by equity market movements.

nm Not meaningful

Investment Management total revenue increased 12% in the first quarter of 2021 compared to the same period in 2020.

Management Fees

Management fees increased 6% in the first quarter of 2021 compared to the same period in 2020, primarily due to higher average equity market levels and net inflows from ETFs and cash, partially offset by an idiosyncratic institutional client asset reallocation from higher fee products as a result of a change in their investment strategy and higher money market fee waivers. Currency translation increased management fees by 2% in the first quarter of 2021, relative to the same period in 2020.

Management fees generated outside the U.S. were approximately 27% of total management fees in the first quarter of 2021 compared to approximately 28% in the same period in 2020.


TABLE 15: ASSETS UNDER MANAGEMENT BY ASSET CLASS AND INVESTMENT APPROACH
(In billions)	March 31, 2021		December 31, 2020		March 31, 2020
Equity:
Active	$	84	$	85	$	69
Passive	2,198		2,086		1,492
Total equity (1)	2,282		2,171		1,561
Fixed-income:
Active	91		90		86
Passive	463		459		392
Total fixed-income(1)	554		549		478
Cash(1)(2)	372		349		348
Multi-asset-class solutions:
Active	34		40		39
Passive	155		146		101
Total multi-asset-class solutions(1)	189		186		140
Alternative investments(3):
Active	27		39		28
Passive	167		173		134
Total alternative investments(1)	194		212		162
Total	$	3,591	$	3,467	$	2,689

(1) The implementation of an improved internal data management system for product level data in the first quarter of 2021 resulted in some AUM reclassifications between the categories presented for prior periods to align with the current presentation. There was no impact to the total level of reported AUM.

(2) Includes both floating- and constant-net-asset-value portfolios held in commingled structures or separate accounts.

(3) Includes real estate investment trusts, currency and commodities, including SPDR® Gold Shares and SPDR® Gold MiniSharesSM Trust. We are not the investment manager for the SPDR® Gold Shares and SPDR®Gold MiniSharesSM Trust, but act as the marketing agent.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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TABLE 16: EXCHANGE-TRADED FUNDS BY ASSET CLASS(1)
(In billions)	March 31, 2021		December 31, 2020		March 31, 2020
Alternative Investments(2)(3)	$	69	$	83	$	58

Equity(3)	777		708		473

Fixed-Income(3)	122		115		98
Total Exchange-Traded Funds	$	968	$	906	$	629

(1) ETFs are a component of AUM presented in the preceding table.

(2) Includes real estate investment trusts, currency and commodities, including SPDR® Gold Shares and SPDR® Gold MiniSharesSM Trust. We are not the investment manager for the SPDR® Gold Shares and SPDR®Gold MiniSharesSM Trust, but act as the marketing agent.

(3) The implementation of an improved internal data management system for product level data in the first quarter of 2021 resulted in some AUM reclassifications between the categories presented for prior periods to align with the current presentation. There was no impact to the total level of reported AUM.


TABLE 17: GEOGRAPHIC MIX OF ASSETS UNDER MANAGEMENT(1)
(In billions)	March 31, 2021		December 31, 2020		March 31, 2020
North America	$	2,512	$	2,411	$	1,843
Europe/Middle East/Africa	530		512		418
Asia/Pacific	549		544		428
Total	$	3,591	$	3,467	$	2,689

(1) Geographic mix is based on client location or fund management location.


TABLE 18: ACTIVITY IN ASSETS UNDER MANAGEMENT BY PRODUCT CATEGORY
(In billions)	Equity(1)		Fixed-Income(1)		Cash(1)(2)		Multi-Asset-Class Solutions(1)		Alternative Investments(1)(3)		Total


























Balance as of December 31, 2019	$	1,990	$	479	$	317	$	157	$	173	$	3,116
Long-term institutional flows, net(4)	(101)		4		(1)		9		(11)		(100)
Exchange-traded fund flows, net	12		16		—		—		16		44
Cash fund flows, net	—		—		32		—		—		32
Total flows, net	(89)		20		31		9		5		(24)
Market appreciation (depreciation)	241		42		(1)		18		30		330
Foreign exchange impact	29		8		2		2		4		45
Total market/foreign exchange impact	270		50		1		20		34		375
Balance as of December 31, 2020	$	2,171	$	549	$	349	$	186	$	212	$	3,467
Long-term institutional flows, net(4)	$	(35)	$	26	$	(1)	$	1	$	1	$	(8)
Exchange-traded fund flows, net	21		9		—		—		(7)		23
Cash fund flows, net	—		—		24		—		—		24
Total flows, net	(14)		35		23		1		(6)		39
Market appreciation (depreciation)	148		(24)		—		3		(11)		116
Foreign exchange impact	(23)		(6)		—		(1)		(1)		(31)
Total market/foreign exchange impact	125		(30)		—		2		(12)		85
Balance as of March 31, 2021	$	2,282	$	554	$	372	$	189	$	194	$	3,591

(2) Includes both floating- and constant-net-asset-value portfolios held in commingled structures or separate accounts.

(4) Amounts represent long-term portfolios, excluding ETFs.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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Expenses

Total expenses for Investment Management increased 3% in in the first quarter of 2021 compared to the same period in 2020, primarily due to higher seasonal expenses, partially offset by lower delivery costs and an idiosyncratic client asset reallocation. Seasonal deferred incentive compensation expense and payroll taxes were $35 million in the first quarter of 2021 compared to $26 million in the same period in 2020. Currency translation increased expenses for Investment Management by 2% in the first quarter of 2021, relative to the same period in 2020.

Additional information about expenses is provided under "Expenses" in "Consolidated Results of Operations" included in this Management's Discussion and Analysis.

FINANCIAL CONDITION

The structure of our consolidated statement of condition is primarily driven by the liabilities generated by our Investment Servicing and Investment Management lines of business. Our clients' needs and our operating objectives determine balance sheet volume, mix and currency denomination. As our clients execute their worldwide cash management and investment activities, they utilize deposits and short-term investments that constitute the majority of our liabilities. These liabilities are generally in the form of interest-bearing transaction account deposits, which are denominated in a variety of currencies; non-interest-bearing demand deposits; and repurchase agreements, which generally serve as short-term investment alternatives for our clients.

Deposits and other liabilities resulting from client initiated transactions are invested in assets that generally have contractual maturities significantly longer than our liabilities; however, we evaluate the operational nature of our deposits and seek to maintain appropriate short-term liquidity of those liabilities that are not operational in nature and maintain longer-termed assets for our operational deposits. Our assets consist primarily of securities held in our AFS or HTM portfolios and short-duration financial instruments, such as interest-bearing deposits with banks and securities purchased under resale agreements. The actual mix of assets is determined by the characteristics of the client liabilities and our desire to maintain a well-diversified portfolio of high-quality assets.








































TABLE 19: AVERAGE STATEMENT OF CONDITION(1)
	Three Months Ended March 31,
(In millions)	2021		2020
Assets:
Interest-bearing deposits with banks	$	95,235	$	67,120
Securities purchased under resale agreements	4,568		1,805
Trading account assets	800		915
Investment securities:







Investment securities available-for-sale	59,191		54,242
Investment securities held-to-maturity	47,356		41,273
Investment securities held to maturity purchased under money market liquidity facility	1,262		2,045
Total Investment securities	107,809		97,560
Loans	28,025		28,468
Other interest-earning assets	18,296		10,764
Average total interest-earning assets	254,733		206,632
Cash and due from banks	4,529		3,856
Other non-interest-earning assets	37,066		40,693
Average total assets	$	296,328	$	251,181
Liabilities and shareholders’ equity:
Interest-bearing deposits:
U.S.	$	100,974	$	80,247
Non-U.S.	78,433		64,340
Total interest-bearing deposits(2)	179,407		144,587
Securities sold under repurchase agreements	1,017		1,773
Short-term borrowings under money market liquidity facility	1,264		2,187
Other short-term borrowings	764		2,960
Long-term debt	13,819		13,288
Other interest-bearing liabilities	4,848		3,434
Average total interest-bearing liabilities	201,119		168,229
Non-interest-bearing deposits(2)	46,825		35,573
Other non-interest-bearing liabilities	22,423		23,052
Preferred shareholders’ equity	2,378		2,861
Common shareholders’ equity	23,583		21,466
Average total liabilities and shareholders’ equity	$	296,328	$	251,181

(1) Additional information about our average statement of condition, primarily our interest-earning assets and interest-bearing liabilities, is provided in "Net Interest Income" included in this Management's Discussion and Analysis.

(2) Total deposits averaged $226.23 billion in the first quarter of 2021 compared to $180.16 billion in the same period in 2020.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Investment Securities


TABLE 20: CARRYING VALUES OF INVESTMENT SECURITIES


(In millions)	March 31, 2021		December 31, 2020
Available-for-sale:
U.S. Treasury and federal agencies:
Direct obligations	$	8,937	$	6,575
Mortgage-backed securities	14,425		14,305
Total U.S. Treasury and federal agencies	23,362		20,880
Asset-backed securities:
Student loans(1)	288		314
Credit cards	91		90

Collateralized loan obligations	3,775		2,966
Non-agency CMBS and RMBS(2)	71		78
Total asset-backed securities	4,225		3,448
Non-U.S. debt securities:
Mortgage-backed securities	2,032		1,996
Asset-backed securities	2,297		2,291
Government securities	9,910		12,539
Other	13,709		12,903
Total non-U.S. debt securities	27,948		29,729
State and political subdivisions	1,498		1,548

Other U.S. debt securities	3,479		3,443




Total available-for-sale securities(3)(7)	$	60,512	$	59,048

Held-to-maturity(4):
U.S. Treasury and federal agencies:
Direct obligations	$	5,530	$	6,057
Mortgage-backed securities	34,930		36,901
Total U.S. Treasury and federal agencies	40,460		42,958
Asset-backed securities:
Student loans(1)	4,745		4,774



Non-agency CMBS and RMBS(5)	526		554
Total asset-backed securities	5,271		5,328
Non-U.S. debt securities:
Mortgage-backed securities	286		303

Government securities	246		342

Total non-U.S. debt securities	532		645


Total(6)(7)	46,263		48,931
Held-to-maturity under money market mutual fund liquidity facility(8)	201		3,300
Total held-to-maturity securities(3)(7)	$	46,464	$	52,231

(1) Primarily comprised of securities guaranteed by the federal government with respect to at least 97% of defaulted principal and accrued interest on the underlying loans.

(2) Consists entirely of non-agency CMBS as of both March 31, 2021 and December 31, 2020.

(3) At March 31, 2021, approximately 25% and 12% of the total available-for-sale securities and held-for-maturity securities, respectively, were floating rate securities. Fixed-to-floating rate securities had a book value of approximately $150 million or 0.14% of the total portfolio.

(4) Includes securities at amortized cost or fair value on the date of transfer from AFS.

(5) As of March 31, 2021 and December 31, 2020, the total amortized cost included $446 million and $464 million, respectively, of non-agency CMBS and $80 million and $90 million of non-agency RMBS, respectively.

(6) As of March 31, 2021, we recognized an allowance for credit losses of $2 million on HTM investment securities.

(7) An immaterial amount of accrued interest related to HTM and AFS investment securities was excluded from the amortized cost basis for the year ended March 31, 2021.

(8) Consists entirely of U.S. securities.

Additional information about our investment securities portfolio is provided in Note 3 to the consolidated financial statements in this Form 10-Q.

We manage our investment securities portfolio to align with the interest rate and duration characteristics of our client liabilities and in the context of the overall structure of our consolidated statement of condition, in consideration of the global interest rate environment. We consider a well-diversified, high-credit quality investment securities portfolio to be an important element in the management of our consolidated statement of condition.

Average duration of our investment securities portfolio was 3.1 years and 3.0 years as of March 31, 2021 and December 31, 2020, respectively. The increase in securities duration is primarily driven by slower prepayment speeds amidst higher long-end interest rates.

Approximately 92% of the carrying value of the portfolio was rated “AAA” or “AA” as of both March 31, 2021 and December 31, 2020, respectively.


TABLE 21: INVESTMENT PORTFOLIO BY EXTERNAL CREDIT RATING (EXCLUDING SECURITIES PURCHASED UNDER THE MMLF PROGRAM)
	March 31, 2021		December 31, 2020
AAA(1)	79	%	78	%
AA	13		14
A	4		4
BBB	4		4

	100	%	100	%

(1) Includes U.S. Treasury and federal agency securities that are split-rated, “AAA” by Moody’s Investors Service and “AA+” by Standard & Poor’s and also includes Agency MBS securities which are not explicitly rated but which have an explicit or assumed guarantee from the U.S. government.

As of March 31, 2021 and December 31, 2020, the investment portfolio was diversified with respect to asset class composition. The following table presents the composition of these asset classes.


TABLE 22: INVESTMENT PORTFOLIO BY ASSET CLASS
	March 31, 2021		December 31, 2020
U.S. Agency Mortgage-backed securities	38	%	39	%
Foreign sovereign	18		20
U.S. Treasuries	14		11
Asset-backed securities	13		11
Other credit(1)	17		19
	100	%	100	%

(1) Includes the securities purchased under the MMLF program.

Non-U.S. Debt Securities

Approximately 27% of the aggregate carrying value of our investment securities portfolio was non-U.S. debt securities as of both March 31, 2021 and December 31, 2020.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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TABLE 23: NON-U.S. DEBT SECURITIES(1)
(In millions)	March 31, 2021		December 31, 2020
Available-for-sale:
Canada	$	3,571	$	3,163
European(2)	3,121		3,275
Australia	2,571		2,809
France	2,468		2,829
Germany	2,022		2,155
United Kingdom	1,421		1,209
Netherlands	1,365		1,528
Austria	1,268		1,544
Spain	1,228		1,642
Belgium	1,220		1,618
Asian(2)	1,205		1,165
Italy	924		1,014
Finland	850		1,222
Ireland	796		1,226
Japan	510		560
Hong Kong	205		162
Brazil	187		74
Sweden	184		212
Luxembourg	87		83
Norway	79		22
Other(3)	2,666		2,217
Total	$	27,948	$	29,729
Held-to-maturity:
Singapore	$	247	$	342
Australia	84		90
United Kingdom	81		84
Spain	78		84

Other(4)	42		45
Total	$	532	$	645

(1) Geography is determined primarily based on the domicile of collateral or issuer.

(2) Consists entirely of supranational bonds.

(3) Included approximately $2,605 million and $2,166 million as of March 31, 2021 and December 31, 2020, respectively, related to supranational bonds.

(4) Included approximately $42 million and $45 million as of March 31, 2021 and December 31, 2020, respectively, related to Italy and Portugal, all of which were related to MBS.

Approximately 80% of the aggregate carrying value of these non-U.S. debt securities was rated “AAA” or “AA” as of both March 31, 2021 and December 31, 2020. The majority of these securities comprised senior positions within the security structures; these positions have a level of protection provided through subordination and other forms of credit protection. As of both March 31, 2021 and December 31, 2020, approximately 25% of the aggregate carrying value of these non-U.S. debt securities was floating-rate.

As of March 31, 2021, our non-U.S. debt securities had an average market-to-book ratio of 100.9%, and an aggregate pre-tax net unrealized gain of $246 million, composed of gross unrealized gains of $332 million and gross unrealized losses of $86 million. These unrealized amounts included:

•a pre-tax net unrealized gain of $179 million, composed of gross unrealized gains of $262 million and gross unrealized losses of $83 million, associated with non-U.S. AFS debt securities; and

•a pre-tax net unrealized gain of $67 million, composed of gross unrealized gains of $70 million and gross unrealized losses of $3 million, associated with non-U.S. HTM debt securities.

As of March 31, 2021, the underlying collateral for non-U.S. MBS and ABS primarily included Australian, U.K., Netherlands and Italian mortgages. The securities listed under “Canada” were composed of Canadian government securities and provincial bonds, corporate debt and non-U.S. agency securities. The securities listed under “France” were composed of sovereign bonds, corporate debt, covered bonds, ABS and Non-U.S. agency securities. The securities listed under “Japan” were substantially composed of Japanese government securities.

Municipal Obligations

We carried approximately $1.5 billion of municipal securities classified as state and political subdivisions in our investment securities portfolio as of March 31, 2021, as shown in Table 20: Carrying Values of Investment Securities, all of which were classified as AFS. As of March 31, 2021, we also provided approximately $9.4 billion of credit and liquidity facilities to municipal issuers.


TABLE 24: STATE AND MUNICIPAL OBLIGORS(1)
(Dollars in millions)	Total Municipal Securities		Credit and Liquidity Facilities(2)		Total		% of Total Municipal Exposure
March 31, 2021
State of Issuer:
Texas	$	263	$	2,332	$	2,595	24	%
California	111		2,174		2,285		21
New York	285		1,295		1,580		14
Massachusetts	377		855		1,232		11
Tennessee	—		500		500		5
Total	$	1,036	$	7,156	$	8,192

December 31, 2020
State of Issuer:
Texas	$	268	$	2,282	$	2,550	23	%
California	113		2,174		2,287		21
New York	297		1,363		1,660		15
Massachusetts	382		927		1,309		12


Total	$	1,060	$	6,746	$	7,806

(1) Represented 5% or more of our aggregate municipal credit exposure of approximately $10.91 billion and $11.06 billion across our businesses as of March 31, 2021 and December 31, 2020, respectively.

(2) Includes municipal loans which are also presented within Table 25: U.S. and Non-U.S. Loans.

Our aggregate municipal securities exposure presented in Table 24: State and Municipal Obligors, was concentrated primarily with highly-rated counterparties, with approximately 86% of the obligors rated “AAA” or “AA” as of March 31, 2021. As of that date, approximately 23% and 77% of our aggregate municipal securities exposure was associated with general obligation and revenue bonds, respectively. The portfolios are also diversified

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geographically, with the states that represent our largest exposures widely dispersed across the U.S.

Additional information with respect to our assessment of impairment of our municipal securities is provided in Note 3 to the consolidated financial statements in this Form 10-Q.

Loans


TABLE 25: U.S. AND NON- U.S. LOANS
(In millions)	March 31, 2021		December 31, 2020
Domestic(1):
Commercial and financial:
Fund Finance(2)	$	11,054	$	11,531
Leveraged loans	3,103		2,923
Overdrafts	4,507		1,894
Other(3)	1,963		2,688
Commercial real estate	2,096		2,096

Total domestic	22,723		21,132
Foreign(1):
Commercial and financial:
Fund Finance(2)	4,768		4,432
Leveraged loans	1,109		1,242
Overdrafts	2,956		1,088
Other(3)	29		31
Total foreign	8,862		6,793
Total loans(2)(4)	31,585		27,925
Allowance for loan losses	(118)		(122)
Loans, net of allowance	$	31,467	$	27,803

(1) Domestic and foreign categorization is based on the borrower’s country of domicile.

(2) Fund finance loans include primarily $6,288 million loans to real money funds, $8,450 million private equity capital call finance loans and $832 million loans to business development companies as of March 31, 2021, compared to $6,391 million loans to real money funds, $8,380 million private equity capital call finance loans and $821 million loans to business development companies as of December 31, 2020.

(3) Includes $1,110 million securities finance loans, $831 million loans to municipalities and $51 million other loans as of March 31, 2021 and $1,911 million securities finance loans, $754 million loans to municipalities and $54 million other loans as of December 31, 2020.

(4) As of March 31, 2021, floating rate loans totaled $21,118 million and fixed rate loans totaled $3,003 million.

The increase in domestic loans in the commercial and financial segment as of March 31, 2021 compared to December 31, 2020 was primarily driven by an increase in overdrafts.

As of March 31, 2021 and December 31, 2020, our leveraged loans totaled approximately $4.21 billion and $4.17 billion, respectively. We sold $42 million of leveraged loans in the first quarter of 2021, of which $7 million remained unsettled and was held for sale as of March 31, 2021.

In addition, we had binding unfunded commitments as of March 31, 2021 and December 31, 2020 of $466 million and $149 million, respectively, to participate in such syndications. Additional information about these unfunded

commitments is provided in Note 9 to the consolidated financial statements in this Form 10-Q.

These leveraged loans, which are primarily rated “speculative” under our internal risk-rating framework (refer to Note 4 to the consolidated financial statements in this Form 10-Q), are externally rated “BBB,” “BB” or “B,” with approximately 86% and 85% of the loans rated “BB” or “B” as of March 31, 2021 and December 31, 2020, respectively. Our investment strategy involves generally limiting our investment to larger, more liquid credits underwritten by major global financial institutions, applying our internal credit analysis process to each potential investment and diversifying our exposure by counterparty and industry segment. However, these loans have significant exposure to credit losses relative to higher-rated loans in our portfolio.

Additional information about all of our loan segments, as well as underlying classes, is provided in Note 4 to the consolidated financial statements in this Form 10-Q.

No loans were modified in troubled debt restructurings as of both March 31, 2021 and December 31, 2020.

Allowance for credit losses


TABLE 26: ALLOWANCE FOR CREDIT LOSSES
	Three Months Ended March 31,
(In millions)	2021		2020
Allowance for credit losses:
Beginning balance	$	148	$	93
Provision for credit losses (funded commitments)(1)	—		29
Provisions for credit losses (unfunded commitments)	(7)		3
Provisions for credit losses (held-to-maturity securities and all other)	(2)		4
Charge-offs(2)	—		(5)

Currency translation	(4)		—
Ending balance	$	135	$	124

(1) The provision for credit losses is primarily related to commercial and financial loans.

(2) The charge-offs are related to commercial and financial loans.

The provision for credit losses related to loans and financial assets held at amortized cost, including investment securities classified as HTM and off-balance sheet commitments, was a $9 million reserve release in the first quarter of 2021, compared to $36 million in the same period in 2020.

As of March 31, 2021, approximately $92 million of our allowance for credit losses was related to leveraged loans included in the commercial and financial segment compared to $83 million as of March 31, 2020. The reduction in the allowance in the first quarter of 2021 reflects a shift in management’s economic outlook toward economic expansion and limited negative credit migration within our loan portfolio. As our view on current and future economic

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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scenarios change, our allowance for credit losses related to these loans may be impacted through a change to the provisions for credit losses, reflecting credit migration within our loan portfolio, as well as changes in management's economic outlook as of year-end. The remaining $43 million and $41 million as of March 31, 2021 and 2020, respectively, was related to off-balance sheet commitments and other financial assets held at amortized cost, including investment securities held to maturity.

An allowance for credit losses is recognized on HTM securities upon acquisition of the security, and on AFS securities when the fair value and expected future cash flows of the investment securities are less than their amortized cost basis. Our assessment of impairment involves an evaluation of economic and security-specific factors. Such factors are based on estimates, derived by management, which contemplate current market conditions and security-specific performance. To the extent that market conditions are worse than management's expectations or due to idiosyncratic bond performance, the credit-related component of impairment, in particular, could increase and would be recorded in the provision for credit losses. Additional information with respect to the allowance for credit losses, net impairment losses and gross unrealized losses is provided in Note 3 to the consolidated financial statements in this Form 10-Q.

Cross-Border Outstandings

Cross-border outstandings are amounts payable to us by non-U.S. counterparties which are denominated in U.S. dollars or other non-local currency, as well as non-U.S. local currency claims not funded by local currency liabilities. Our cross-border outstandings consist primarily of deposits with banks; loans and lease financing, including short-duration advances; investment securities; amounts related to FX and interest rate contracts; and securities finance. In addition to credit risk, cross-border outstandings have the risk that, as a result of political or economic conditions in a country, borrowers may be unable to meet their contractual repayment obligations of principal and/or interest when due because of the unavailability of, or restrictions on, FX needed by borrowers to repay their obligations.

As market and economic conditions change, the major independent credit rating agencies may downgrade U.S. and non-U.S. financial institutions and sovereign issuers which have been, and may in the future be, significant counterparties to us, or whose financial instruments serve as collateral on which we rely for credit risk mitigation purposes, and may do so again in the future. As a result, we may be exposed to increased counterparty risk, leading to negative ratings volatility.

The cross-border outstandings presented in Table 27: Cross-border outstandings, represented approximately 26% and 30% of our consolidated total assets as of March 31, 2021 and December 31, 2020, respectively.


TABLE 27: CROSS-BORDER OUTSTANDINGS(1)
(In millions)	Investment Securities and Other Assets		Derivatives and Securities on Loan		Total Cross-Border Outstandings
March 31, 2021
United Kingdom	$	22,240	$	1,193	$	23,433
Germany	22,924		422		23,346
Luxembourg	6,186		2,162		8,348
Australia	7,197		1,080		8,277
Japan	6,473		1,312		7,785
Canada	5,757		782		6,539
Ireland	1,997		2,659		4,656


December 31, 2020
United Kingdom	$	18,880	$	1,797	$	20,677
Japan	19,537		560		20,097
Germany	18,734		2,163		20,897
Canada	5,997		3,113		9,110
Australia	5,790		2,908		8,698
Luxembourg	5,036		2,148		7,184
France	3,586		3,010		6,596

(1) Cross-border outstandings included countries in which we do business, and which amounted to at least 1% of our consolidated total assets as of the dates indicated.

As of March 31, 2021, aggregate cross-border outstandings in each of France, Switzerland and South Korea amounted to between 0.75% and 1% of our consolidated assets, at approximately $2.95 billion, $2.49 billion and $2.39 billion, respectively. As of December 31, 2020, aggregate cross-border outstandings in each of Switzerland and Ireland amounted to between 0.75% and 1% of our consolidated assets, at approximately $3.13 billion and $2.93 billion, respectively.

Risk Management

In the normal course of our global business activities, we are exposed to a variety of risks, some inherent in the financial services industry, others more specific to our business activities. Our risk management framework focuses on material risks, which include the following:

•credit and counterparty risk;

•liquidity risk, funding and management;

•operational risk;

•information technology risk;

•market risk associated with our trading activities;

•market risk associated with our non-trading activities, which we refer to as asset-and-liability management, and which consists primarily of interest rate risk;

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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•model risk;

•strategic risk; and

•reputational, fiduciary and business conduct risk.

Many of these risks, as well as certain of the factors underlying each of these risks that could affect our businesses and our consolidated financial statements, are discussed in detail on pages 24 to 52 included under Item 1A, Risk Factors, in our 2020 Form 10-K.

For additional information about our risk management, including our risk appetite framework and risk governance committee structure, refer to pages 85 to 89 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, Risk Management, in our 2020 Form 10-K.

Credit Risk Management

We define credit risk as the risk of financial loss if a counterparty, borrower or obligor, collectively referred to as a counterparty, is either unable or unwilling to repay borrowings or settle a transaction in accordance with underlying contractual terms. We assume credit risk in our traditional non-trading lending activities, such as overdrafts, loans and contingent commitments, in our investment securities portfolio, where recourse to a counterparty exists, and in our direct and indirect trading activities, such as securities purchased under a resale agreement, principal securities lending and FX and indemnified agency securities lending. We also assume credit risk in our day-to-day treasury and securities and other settlement operations, in the form of deposit placements and other cash balances, with central banks or private sector institutions and fees receivables.

Allowance for Credit Losses

We maintain an allowance for credit losses to support our financial assets held at amortized cost. We also maintain an allowance for unfunded commitments and letters of credit to support our off-balance sheet credit exposure. The two components together represent the allowance for credit losses. Review and evaluation of the adequacy of the allowance for credit losses is ongoing throughout the year, but occurs at least quarterly, and is based, among other factors, on our evaluation of the level of risk in the portfolio and the estimated effects of our forecasts on our counterparties. We utilize multiple economic scenarios, consisting of a baseline, upside and downside scenarios, to develop management's forecast of future expected losses.

The economic forecast utilized in the first quarter of 2021 reflects a shift in management’s economic outlook toward economic expansion and limited

negative credit migration within our loan portfolio. Allowance estimates remain subject to continued model and economic uncertainty and management may use qualitative adjustments. If future data and forecasts deviate relative to the forecasts utilized to determine our allowance for credit losses as of March 31, 2021, or if credit risk migration is higher or lower than forecasted for reasons independent of the economic forecast, our allowance for credit losses will also change.

Additional information about the allowance for credit losses is provided in Note 4 to the consolidated financial statements in this Form 10-Q.

For additional information about our credit risk management framework, including our core policies and principles, structure and organization, credit ratings, risk parameter estimates, credit risk mitigation, credit limits, reporting, monitoring and controls, refer to pages 89 to 94 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, Credit Risk Management, in our 2020 Form 10-K.

Liquidity Risk Management

Our liquidity framework contemplates areas of potential risk based on our activities, size and other appropriate risk-related factors. In managing liquidity risk we employ limits, maintain established metrics and early warning indicators and perform routine stress testing to identify potential liquidity needs. This process involves the evaluation of a combination of internal and external scenarios which assist us in measuring our liquidity position and in identifying potential increases in cash needs or decreases in available sources of cash, as well as the potential impairment of our ability to access the global capital markets.

We manage our liquidity on a global, consolidated basis. We also manage liquidity on a stand-alone basis at our Parent Company, as well as at certain branches and subsidiaries of State Street Bank. State Street Bank generally has access to markets and funding sources limited to banks, such as the federal funds market and the Federal Reserve's discount window. The Parent Company is managed to a more conservative liquidity profile, reflecting narrower market access. Additionally, the Parent Company typically holds, or has direct access to, primarily through SSIF, a direct subsidiary of the Parent Company, and the support agreement, as discussed in the "Uses of Liquidity" section of this Management's Discussion and Analysis, enough cash to meet its current debt maturities and cash needs, as well as those projected over the next one-year period. Reference our SPOE Strategy as discussed in the "Uses of Liquidity" section of this Management's Discussion and Analysis. Absent financial distress at the Parent Company, the liquid assets available at

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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SSIF continue to be available to the Parent Company. As of March 31, 2021, our Parent Company and State Street Bank had approximately $0.75 billion of senior notes or subordinated debentures outstanding that will mature in the next twelve months.

As a SIFI, our liquidity risk management activities are subject to heightened and evolving regulatory requirements, including interpretations of those requirements, under specific U.S. and international regulations and also resulting from published and unpublished guidance, supervisory activities, such as stress tests, resolution planning, examinations and other regulatory interactions. Satisfaction of these requirements could, in some cases, result in changes in the composition of our investment portfolio, reduced NII or NIM, a reduction in the level of certain business activities or modifications to the way in which we deliver our products and services. If we fail to meet regulatory requirements to the satisfaction of our regulators, we could receive negative regulatory stress test results, incur a resolution plan deficiency or determination of a non-credible resolution plan or otherwise receive an adverse regulatory finding. Our efforts to satisfy, or our failure to satisfy, these regulatory requirements could materially adversely affect our business, financial condition or results of operations.

For additional information on our liquidity risk management, as well as liquidity metrics, refer to pages 94 to 99 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, Liquidity Risk Management, in our 2020 Form 10-K. For additional information on our liquidity ratios, including LCR and the net stable funding ratio, refer to page 14 included under Item 1, Business, in our 2020 Form 10-K.

Asset Liquidity

Central to the management of our liquidity is asset liquidity, which consists primarily of HQLA. HQLA is the amount of liquid assets that qualify for inclusion in the LCR. As a banking organization, we are subject to a minimum LCR under the LCR rule approved by U.S. banking regulators. The LCR is intended to promote the short-term resilience of internationally active banking organizations, like us, to improve the banking industry's ability to absorb shocks arising from market stress over a 30 calendar day period and improve the measurement and management of liquidity risk. The LCR measures an institution’s HQLA against its net cash outflows. HQLA primarily consists of unencumbered cash and certain high quality liquid securities that qualify for inclusion under the LCR rule. The LCR was fully implemented beginning on January 1, 2017. We report LCR to the Federal Reserve daily. For the quarters ended March 31, 2021 and December 31,

2020, daily average LCR for the Parent Company was 107% and 108%, respectively, with the lower daily average LCR for the quarter ended March 31, 2021 driven by higher deposits. The average HQLA for the Parent Company under the LCR final rule definition was $158.89 billion and $143.61 billion, post-prescribed haircuts, for the quarters ended March 31, 2021 and December 31, 2020, respectively. The increase in average HQLA for the quarter ended March 31, 2021, compared to the quarter ended December 31, 2020, was primarily due to a higher level of client deposits.

We maintained average cash balances in excess of regulatory requirements governing deposits with the Federal Reserve of approximately $91.68 billion at the Federal Reserve, the ECB and other non-U.S. central banks for the quarter ended March 31, 2021, and $75.68 billion for the quarter ended December 31, 2020. The higher levels of average cash balances with central banks reflect higher levels of client deposits.

Liquid securities carried in our asset liquidity include securities pledged without corresponding advances from the Federal Reserve Bank of Boston (FRBB), the FHLB, and other non-U.S. central banks. State Street Bank is a member of the FHLB. This membership allows for advances of liquidity in varying terms against high-quality collateral, which helps facilitate asset-and-liability management. As of March 31, 2021 and December 31, 2020, we had no outstanding borrowings from the FHLB.

Access to primary, intra-day and contingent liquidity provided by these utilities is an important source of contingent liquidity with utilization subject to underlying conditions. As of March 31, 2021 and December 31, 2020, we had no outstanding primary credit borrowings from the FRBB discount window or any other central bank facility.

In addition to the securities included in our asset liquidity, we have significant amounts of other unencumbered investment securities. These securities are available sources of liquidity, although not as rapidly deployed as those included in our asset liquidity.

The average fair value of total unencumbered securities was $91.30 billion for the quarter ended March 31, 2021, compared to $89.12 billion for the quarter ended December 31, 2020.

Uses of Liquidity

Significant uses of our liquidity could result from the following: withdrawals of client deposits; draw-downs by our custody clients of lines of credit; advances to clients to settle securities transactions; increases in our investment and loan portfolios; or other permitted purposes. Such circumstances would generally arise under stress conditions including

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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deterioration in credit ratings. A recurring use of our liquidity involves our deployment of HQLA from our investment portfolio to post collateral to financial institutions serving as sources of securities under our enhanced custody program.

We had unfunded commitments to extend credit with gross contractual amounts totaling $34.11 billion and $34.21 billion and standby letters of credit totaling $3.50 billion and $3.33 billion as of March 31, 2021 and December 31, 2020, respectively. These amounts do not reflect the value of any collateral. As of March 31, 2021, approximately 72% of our unfunded commitments to extend credit and 23% of our standby letters of credit expire within one year. Since many of our commitments are expected to expire or renew without being drawn upon, the gross contractual amounts do not necessarily represent our future cash requirements.

Resolution Planning

State Street, like other bank holding companies with total consolidated assets of $50 billion or more, periodically submits a plan for rapid and orderly resolution in the event of material financial distress or failure, commonly referred to as a resolution plan or a living will, to the Federal Reserve and the FDIC under Section 165(d) of the Dodd-Frank Act. Through resolution planning, we seek, in the event of our insolvency, to maintain State Street Bank’s role as a key infrastructure provider within the financial system, while minimizing risk to the financial system and maximizing value for the benefit of our stakeholders. We have and will continue to focus management attention and resources to meet regulatory expectations with respect to resolution planning.

We submitted our last 2019 165(d) resolution plan filing that describes our preferred resolution strategy to the Federal Reserve and FDIC (the Agencies) before July 1, 2019. In reviewing the 2019 plan, the Agencies noted meaningful improvements over prior plan submissions. The Agencies did not identify any deficiencies in the 2019 plan, but did identify one shortcoming related to the implementation of governance mechanisms. We submitted to the Agencies our plan to remediate this shortcoming in line with the expected timeframe. In addition to the above letter, the Federal Reserve and FDIC jointly issued a final rule that was published in the Federal Register on November 1, 2019. This final rule revised the implementation requirements under the Dodd Frank Act's resolution planning provisions by means of establishing a biennial filing cycle for the U.S. G-SIBs, including State Street. This cycle alternates between a targeted resolution plan, followed two years later by a full resolution plan. The Agencies have published the scope for the upcoming targeted resolution plan, to include the core elements

of resolution planning and some specific firm level information, including impacts from the COVID-19 pandemic. The next 165(d) resolution plan is a targeted plan to be submitted by July 1, 2021.

In the event of material financial distress or failure, our preferred resolution strategy is the SPOE Strategy. For additional information about the SPOE Strategy, refer to pages 18 to 20 included under Item 1, Business, in our 2020 Form 10-K. The SPOE Strategy provides that prior to the bankruptcy of the Parent Company and pursuant to a support agreement among the Parent Company, SSIF, our Beneficiary Entities (as defined below) and certain other of our entities, SSIF is obligated, up to its available resources, to recapitalize and/or provide liquidity to State Street Bank and our other entities benefiting from such capital and/or liquidity (collectively with State Street Bank, “Beneficiary Entities”), in amounts designed to prevent the Beneficiary Entities from themselves entering into resolution proceedings. Following the recapitalization of, or provision of liquidity to the Beneficiary Entities, the Parent Company would enter into a bankruptcy proceeding under the U.S. Bankruptcy Code. The Beneficiary Entities and our subsidiaries would be transferred to a newly organized holding company held by a reorganization trust for the benefit of the Parent Company’s claimants.

Under the support agreement, the Parent Company has pre-funded SSIF by contributing certain of its assets (primarily its liquid assets, cash deposits, debt investments, investments in marketable securities and other cash and non-cash equivalent investments) to SSIF contemporaneous with entering into the support agreement and will continue to contribute such assets, to the extent available, on an on-going basis. In consideration for these contributions, SSIF has agreed in the support agreement to provide capital and liquidity support to the Parent Company and all of the Beneficiary Entities in accordance with the Parent Company’s capital and liquidity policies. Under the support agreement, the Parent Company is only permitted to retain certain amounts of cash needed to meet its upcoming obligations and to fund expenses during a potential bankruptcy proceeding. SSIF has provided the Parent Company with a committed credit line and issued (and may issue) one or more promissory notes to the Parent Company (the Parent Company Funding Notes) that together are intended to allow us to continue to meet our obligations throughout the period prior to the occurrence of a "Recapitalization Event" (as defined below). The support agreement does not contemplate that SSIF is obligated to maintain any specific level of resources and SSIF may not have sufficient resources to implement the SPOE Strategy.

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In the event a Recapitalization Event occurs, the obligations outstanding under the Parent Company Funding Notes would automatically convert into or be exchanged for capital contributed to SSIF. The obligations of the Parent Company and SSIF under the support agreement are secured through a security agreement that grants a lien on the assets that the Parent Company and SSIF would use to fulfill their obligations under the support agreement to the Beneficiary Entities. SSIF is a distinct legal entity separate from the Parent Company and the Parent Company’s other affiliates.

In accordance with its policies, we are required to monitor, on an ongoing basis, the capital and liquidity needs of State Street Bank and the other Beneficiary Entities. To support this process, we have established a trigger framework that identifies key actions that would need to be taken or decisions that would need to be made if certain events tied to our financial condition occur. In the event that we experience material financial distress, the support agreement requires us to model and calculate certain capital and liquidity triggers on a regular basis to determine whether or not the Parent Company should commence preparations for a bankruptcy filing and whether or not a Recapitalization Event has occurred.

Upon the occurrence of a Recapitalization Event: (1) SSIF would not be authorized to provide any further liquidity to the Parent Company; (2) the Parent Company would be required to contribute to SSIF any remaining assets it is required to contribute to SSIF under the support agreement; (3) SSIF would be required to provide capital and liquidity support to the Beneficiary Entities to support such entities’ continued operation; and (4) the Parent Company would be expected to commence Chapter 11 proceedings under the U.S. Bankruptcy Code. No person or entity, other than a party to the support agreement, should rely, including in evaluating any of our entities from a creditor's perspective or determining whether to enter into a contractual relationship with any of our entities, on any of our affiliates being or remaining a Beneficiary Entity or receiving capital or liquidity support pursuant to the support agreement.

A “Recapitalization Event” is defined under the support agreement as the earlier occurrence of one or more capital and liquidity thresholds being breached or the authorization by the Parent Company's Board of Directors for the Parent Company to commence bankruptcy proceedings. These thresholds are set at levels intended to provide for the availability of sufficient capital and liquidity to enable an orderly resolution without extraordinary government support. The SPOE Strategy and the obligations under the support agreement may result in the recapitalization of State Street Bank and the

commencement of bankruptcy proceedings by the Parent Company at an earlier stage of financial stress than might otherwise occur without such mechanisms in place. An expected effect of the SPOE Strategy and applicable TLAC regulatory requirements is that losses will be imposed on the Parent Company shareholders and the holders of long-term debt and other forms of TLAC securities currently outstanding or issued in the future by the Parent Company, as well as on any other Parent Company creditors, before any of its losses are imposed on the holders of the debt securities of the Parent Company's operating subsidiaries or any of their depositors or creditors, or before U.S. taxpayers are put at risk.

There can be no assurance that credit rating agencies, in response to our 2019 resolution plan or the support agreement, will not downgrade, place on negative watch or change their outlook on our debt credit ratings, generally or on specific debt securities. Any such downgrade, placement on negative watch or change in outlook could adversely affect our cost of borrowing, limit our access to the capital markets or result in restrictive covenants in future debt agreements and could also adversely impact the trading prices, or the liquidity, of our outstanding debt securities.

State Street Bank is also required to submit, periodically in accordance with applicable regulations and FDIC guidance, a plan for resolution in the event of its failure, referred to as an Insured Depository Institution (IDI) plan. On April 22, 2019, the Federal Register published the FDIC’s advance notice of proposed rulemaking in which it invited comment on potential revisions to its IDI plan requirements. In addition to this advance notice of proposed rulemaking, on April 16, 2019, the FDIC Board voted to delay the next round of submissions under the IDI Rule until the rulemaking process has been completed. As of March 31, 2021, the final IDI rule remains pending with no expectation of a required plan submission in 2021.

Funding

Deposits

We provide products and services including custody, accounting, administration, daily pricing, FX services, cash management, financial asset management, securities finance and investment advisory services. As a provider of these products and services, we generate client deposits, which have generally provided a stable, low-cost source of funds. As a global custodian, clients place deposits with our entities in various currencies. As of both March 31, 2021 and December 31, 2020, approximately 65% of our average total deposit balances were denominated in U.S. dollars, approximately 15% in EUR, 10% in GBP and 10% in all other currencies.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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Short-Term Funding

Our on-balance sheet liquid assets are also an integral component of our liquidity management strategy. These assets provide liquidity through maturities of the assets, but more importantly, they provide us with the ability to raise funds by pledging the securities as collateral for borrowings or through outright sales. In addition, our access to the global capital markets gives us the ability to source incremental funding from wholesale investors. As discussed earlier under “Asset Liquidity,” State Street Bank's membership in the FHLB allows for advances of liquidity with varying terms against high-quality collateral.

Short-term secured funding also comes in the form of securities lent or sold under agreements to repurchase. These transactions are short-term in nature, generally overnight and are collateralized by high-quality investment securities. These balances were $0.59 billion and $3.41 billion as of March 31, 2021 and December 31, 2020, respectively.

State Street Bank currently maintains a line of credit with a financial institution of CAD $1.40 billion, or approximately $1.11 billion, as of March 31, 2021, to support its Canadian securities processing operations. The line of credit has no stated termination date and is cancelable by either party with prior notice. As of both March 31, 2021 and December 31, 2020, there was no balance outstanding on this line of credit.

Long-Term Funding

We have the ability to issue debt and equity securities under our current universal shelf registration statement to meet current commitments and business needs, including accommodating the transaction and cash management needs of our clients. The total amount remaining for issuance under the registration statement is $6.15 billion as of March 31, 2021. In addition, State Street Bank also has current authorization from the Board to issue up to $5 billion in unsecured senior debt.

On March 3, 2021, we issued $850 million aggregate principal amount of 2.200% Senior Subordinated Notes due 2031.

Agency Credit Ratings

Our ability to maintain consistent access to liquidity is fostered by the maintenance of high investment grade ratings as measured by the major independent credit rating agencies. Factors essential to maintaining high credit ratings include:

•diverse and stable core earnings;

•relative market position;

•strong risk management;

•strong capital ratios;

•diverse liquidity sources, including the global capital markets and client deposits;

•strong liquidity monitoring procedures; and

•preparedness for current or future regulatory developments.

High ratings limit borrowing costs and enhance our liquidity by:

•providing assurance for unsecured funding and depositors;

•increasing the potential market for our debt and improving our ability to offer products;

•serving markets; and

•engaging in transactions in which clients value high credit ratings.

A downgrade or reduction of our credit ratings could have a material adverse effect on our liquidity by restricting our ability to access the capital markets, which could increase the related cost of funds. In turn, this could cause the sudden and large-scale withdrawal of unsecured deposits by our clients, which could lead to draw-downs of unfunded commitments to extend credit or trigger requirements under securities purchase commitments; or require additional collateral or force terminations of certain trading derivative contracts.

A majority of our derivative contracts have been entered into under bilateral agreements with counterparties who may require us to post collateral or terminate the transactions based on changes in our credit ratings. We assess the impact of these arrangements by determining the collateral that would be required assuming a downgrade by all rating agencies. The additional collateral or termination payments related to our net derivative liabilities under these arrangements that could have been called by counterparties in the event of a downgrade in our credit ratings below levels specified in the agreements is provided in Note 7 to the consolidated financial statements in this Form 10-Q. Other funding sources, such as secured financing transactions and other margin requirements, for which there are no explicit triggers, could also be adversely affected.

Operational Risk Management

Operational risk is the risk of loss resulting from inadequate or failed internal processes, people and systems or from external events.

In light of the COVID-19 pandemic, we continue to have business continuity arrangements in place across our operating locations, and we, and a significant percentage of our key service providers, are operating significantly or entirely in a work from home environment. The current operating environment increases operational risk and information technology risk, including cyber-threats.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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See also “Information Technology Risk Management” below.

For additional information about our operational risk framework, refer to pages 100 to 103 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, "Operational Risk Management", in our 2020 Form 10-K.

Information Technology Risk Management

We define information technology risk as the risk associated with the use, ownership, operation, involvement, influence and adoption of information technology. Information technology risk includes risks triggered by technology non-compliance with regulatory obligations, information security and privacy incidents, business disruption, technology internal control and process gaps, technology operational events and adoption of new business technologies.

For additional information about our information technology risk framework, refer to pages 103 to 104 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, "Information Technology Risk Management" in our 2020 Form 10-K.

Market Risk Management

Market risk is defined by U.S. banking regulators as the risk of loss that could result from broad market movements, such as changes in the general level of interest rates, credit spreads, foreign exchange rates or commodity prices. We are exposed to market risk in both our trading and certain of our non-trading, or asset-and-liability management, activities.

Information about the market risk associated with our trading activities is provided below under “Trading Activities.” Information about the market risk associated with our non-trading activities, which consists primarily of interest rate risk, is provided below under “Asset-and-Liability Management Activities.”

Trading Activities

In the conduct of our trading activities, we assume market risk, the level of which is a function of our overall risk appetite, business objectives and liquidity needs, our clients' requirements and market volatility and our execution against those factors.

For additional information about the market risk associated with our trading activities, refer to pages 104 to 105 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, "Market Risk Management" in our 2020 Form 10-K.

As part of our trading activities, we assume positions in the foreign exchange and interest rate markets by buying and selling cash instruments and

entering into derivative instruments, including foreign exchange forward contracts, foreign exchange and interest rate options and interest rate swaps, interest rate forward contracts and interest rate futures. As of March 31, 2021, the notional amount of these derivative contracts was $2.76 trillion, of which $2.74 trillion was composed of foreign exchange forward, swap and spot contracts. We seek to match positions closely with the objective of mitigating related currency and interest rate risk. All foreign exchange contracts are valued daily at current market rates.

Value-at-Risk and Stressed VaR

We use a variety of risk measurement tools and methodologies, including VaR, which is an estimate of potential loss for a given period within a stated statistical confidence interval. We use a risk measurement methodology to measure trading-related VaR daily. We have adopted standards for measuring trading-related VaR, and we maintain regulatory capital for market risk associated with our trading activities in conformity with currently applicable bank regulatory market risk requirements. Our regulatory VaR-based measure is calculated based on historical volatilities of market risk factors during a two-year observation period calibrated to a one-tail, 99% confidence interval and a ten-business-day holding period.

We calculate a stressed VaR-based measure using the same model we use to calculate VaR, but with model inputs calibrated to historical data from a range of continuous twelve-month periods that reflect significant financial stress. The stressed VaR model is designed to identify the second-worst outcome occurring in the worst continuous one-year rolling period since July 2007. This stressed VaR meets the regulatory requirement as the rolling ten-day period with an outcome that is worse than 99% of other outcomes during that twelve-month period of financial stress. For each portfolio, the stress period is determined algorithmically by seeking the one-year time horizon that produces the largest ten-business-day VaR from within the available historical data. This historical data set includes the financial crisis of 2008, the highly volatile period surrounding the Eurozone sovereign debt crisis and the Standard & Poor's downgrade of U.S. Treasury debt in August 2011. As the historical data set used to determine the stress period expands over time, future market stress events will be incorporated.

For additional information about our VaR measurement tools and methodologies, refer to pages 107 to 110 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations,"Value-at-Risk and Stressed VaR" in our 2020 Form 10-K.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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Stress Testing

We have a corporate-wide stress testing program in place that incorporates an array of techniques to measure the potential loss we could suffer in a hypothetical scenario of adverse economic and financial conditions. We also monitor concentrations of risk such as concentration by branch, risk component, and currency pairs. We conduct stress testing on a daily basis based on selected historical stress events that are relevant to our positions in order to estimate the potential impact to our current portfolio should similar market conditions recur, and we also perform stress testing as part of the Federal Reserve's CCAR process. Stress testing is conducted, analyzed and reported at the corporate, trading desk, division and risk-factor level (for example, exchange risk, interest rate risk and volatility risk).

Stress testing results and limits are actively monitored on a daily basis by ERM and reported to the TMRC. Limit breaches are addressed by ERM risk managers in conjunction with the business units, escalated as appropriate, and reviewed by the TMRC if material. In addition, we have established several action triggers that prompt review by management and the implementation of a remediation plan.

Validation and Back-Testing

We perform frequent back-testing to assess the accuracy of our VaR-based model in estimating loss at the stated confidence level. This back-testing involves the comparison of estimated VaR model outputs to daily, actual profit-and-loss (P&L)

outcomes observed from daily market movements. We back-test our VaR model using “clean” P&L, which excludes non-trading revenue such as fees, commissions and NII, as well as estimated revenue from intra-day trading.

Our VaR definition of trading losses excludes items that are not specific to the price movement of the trading assets and liabilities themselves, such as fees, commissions, changes to reserves and gains or losses from intra-day activity.

We experienced no back-testing exceptions in the quarter ended March 31, 2021, no back-testing exceptions in the quarter ended December 31, 2020 and four back-testing exceptions in the quarter ended March 31, 2020. At a 99% confidence interval, the statistical expectation for a VaR model is to witness one exception every hundred trading days (or two to three exceptions per year). The 2020 back-testing exceptions were all noted during the March 2020 market turmoil where some of the largest risk factor shifts since the 2007/2008 financial crisis were observed.

The following tables present VaR and stressed VaR associated with our trading activities for covered positions held during the quarters ended March 31, 2021, December 31, 2020 and March 31, 2020, respectively, as measured by our VaR methodology. Diversification effect in the tables below represents the difference between total VaR and the sum of the VaRs for each trading activity. This effect arises because the risks present in our trading activities are not perfectly correlated.


TABLE 28: TEN-DAY VALUE-AT-RISK ASSOCIATED WITH TRADING ACTIVITIES FOR COVERED POSITIONS
	Three Months Ended														As of March 31, 2021		As of December 31, 2020			As of March 31, 2020
	March 31, 2021						December 31, 2020						March 31, 2020
(In thousands)	Avg.		Max.		Min.		Avg.		Max.		Min.		Avg.						Max.			Min.			VaR			VaR	VaR
Global Markets	$	13,008	$	25,411	$	5,252	$	15,662	$	33,991	$	5,382	$	9,533	$	14,575	$	5,220		$	14,587		$	9,321		$	6,496
Global Treasury	5,915		9,762		3,820		3,685		8,874		425		803		4,018		112			9,655			4,015			3,335
Diversification	(3,736)		(2,884)		(2,576)		(2,737)		(9,062)		1,619		(808)		(4,048)		(121)			(8,973)			(4,068)			(3,341)
Total VaR	$	15,187	$	32,289	$	6,496	$	16,610	$	33,803	$	7,426	$	9,528	$	14,545	$	5,211		$	15,269		$	9,268		$	6,490

TABLE 29: TEN-DAY STRESSED VALUE-AT-RISK ASSOCIATED WITH TRADING ACTIVITIES FOR COVERED POSITIONS
	Three Months Ended														As of March 31, 2021		As of December 31, 2020			As of March 31, 2020
	March 31, 2021						December 31, 2020						March 31, 2020
(In thousands)	Avg.		Max.		Min.		Avg.		Max.		Min.		Avg.						Max.			Min.			VaR			VaR	VaR
Global Markets	$	34,572	$	79,687	$	13,779	$	37,822	$	62,241	$	15,399	$	39,994	$	61,261	$	23,402		$	21,264		$	35,999		$	38,401
Global Treasury	17,714		26,312		10,095		9,612		23,533		1,353		3,825		14,586		587			25,763			8,555			10,905
Diversification	(7,398)		(10,440)		(3,453)		(5,464)		(5,683)		6,106		(4,307)		(15,622)		(615)			(26,260)			(1,106)			(12,045)
Total Stressed VaR	$	44,888	$	95,559	$	20,421	$	41,970	$	80,091	$	22,858	$	39,512	$	60,225	$	23,374		$	20,767		$	43,448		$	37,261

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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The three month average of our stressed VaR-based measure was approximately $45 million for the quarter ended March 31, 2021, compared to an average of approximately $42 million for the quarter ended December 31, 2020 and $40 million for the quarter ended March 31, 2020. The increase in the average stressed VaR for the quarter ended March 31, 2021 compared to the quarter ended December 31, 2020, is primarily attributed to higher interest rate risk positions.

The VaR-based measures presented in the preceding tables are primarily a reflection of the overall level of market volatility and our appetite for taking market risk in our trading activities. Overall levels of volatility have been low both on an absolute basis and relative to the historical information observed at the beginning of the period used for the calculations. Both the ten-day VaR-based measures and the stressed VaR-based measures are based on historical changes observed during rolling ten-day periods for the portfolios as of the close of business each day over the past one-year period.

We have in the past and may in the future modify and adjust our models and methodologies used to calculate VaR and stressed VaR, subject to regulatory review and approval, and any future modifications and adjustments may result in changes in our VaR-based and stressed VaR-based measures.

The following tables present the VaR and stressed-VaR associated with our trading activities attributable to foreign exchange risk, interest rate risk and volatility risk as of March 31, 2021, December 31, 2020 and March 31, 2020, respectively. The sum of the VaR-based and stressed VaR-based measures for each attribute exceeded the total VaR and the total stressed VaR as of each period-end. This is primarily due to diversification benefits across attributes.


TABLE 30: TEN-DAY VaR ASSOCIATED WITH TRADING ACTIVITIES BY RISK FACTOR(1)
	As of March 31, 2021						As of December 31, 2020							As of March 31, 2020
(In thousands)	Foreign Exchange Risk		Interest Rate Risk		Volatility Risk			Foreign Exchange Risk		Interest Rate Risk		Volatility Risk			Foreign Exchange Risk		Interest Rate Risk		Volatility Risk
By component:
Global Markets	$	12,476	$	11,164	$	857		$	2,977	$	8,880	$	179		$	5,599	$	7,017	$	162
Global Treasury	39		9,734		—			33		4,257		—			22		3,609		—
Diversification	(22)		(5,477)		—			(42)		(2,246)		—			(28)		(3,583)
Total VaR	$	12,493	$	15,421	$	857		$	2,968	$	10,891	$	179		$	5,593	$	7,043	$	162


TABLE 31: TEN-DAY STRESSED VaR ASSOCIATED WITH TRADING ACTIVITIES BY RISK FACTOR(1)
	As of March 31, 2021						As of December 31, 2020							As of March 31, 2020
(In thousands)	Foreign Exchange Risk		Interest Rate Risk		Volatility Risk			Foreign Exchange Risk		Interest Rate Risk		Volatility Risk			Foreign Exchange Risk		Interest Rate Risk		Volatility Risk
By component:
Global Markets	$	16,046	$	26,866	$	939		$	5,102	$	39,615	$	265		$	11,695	$	51,732	$	172
Global Treasury	62		25,260		—			83		8,465		—			40		10,242		—
Diversification	(16)		(6,387)		—			(51)		(8,102)		—			(61)		(11,848)		—
Total Stressed VaR	$	16,092	$	45,739	$	939		$	5,134	$	39,978	$	265		$	11,674	$	50,126	$	172

(1) For purposes of risk attribution by component, foreign exchange refers only to the risk from market movements in period-end rates. Forwards, futures, options and swaps with maturities greater than period-end have embedded interest rate risk that is captured by the measures used for interest rate risk. Accordingly, the interest rate risk embedded in these foreign exchange instruments is included in the interest rate risk component.

Asset and Liability Management Activities

The primary objective of asset and liability management is to provide sustainable NII under varying economic conditions, while protecting the economic value of the assets and liabilities carried on our consolidated statement of condition from the adverse effects of changes in interest rates. While many market factors affect the level of NII and the economic value of our assets and liabilities, one of the most significant factors is our exposure to movements in interest rates. Most of our NII is earned from the investment of client deposits generated by our businesses. We invest these client deposits in assets that conform generally to the characteristics of our balance sheet liabilities, including the currency composition of our significant non-U.S. dollar denominated client liabilities.

We quantify NII sensitivity using an earnings simulation model that includes our expectations for new business growth, changes in balance sheet mix and investment portfolio positioning. This measure compares our baseline view of NII over a twelve-month horizon, based on our internal forecast of interest rates, to a wide range of rate

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

shocks. Table 32, Key Interest Rates for Baseline Forecasts, presents the spot and 12-month forward rates used in our baseline forecasts at March 31, 2021 and March 31, 2020. Our March 31, 2021 baseline forecast assumes no changes by the Federal Reserve over the next 12 months.


TABLE 32: KEY INTEREST RATES FOR BASELINE FORECASTS
	March 31, 2021				March 31, 2020
	Fed Funds Target		10-Year Treasury		Fed Funds Target		10-Year Treasury
Spot rates	0.25	%	1.74	%	0.25	%	0.67	%
12-month forward rates	0.25		2.05		0.25		0.85

In Table 33: Net Interest Income Sensitivity, we report the expected change in NII over the next twelve months from instantaneous shocks to various tenors on the yield curve, including the impacts from U.S. and non-U.S. rates. Each scenario assumes no management action is taken to mitigate the adverse effects of interest rate changes on our financial performance. While investment securities balances can fluctuate with the level of rates as prepayment assumptions change, our modeling approach during the relevant periods has been to keep our balance sheet consistent with our baseline outlook in both higher and lower rates scenarios. While this approach was used for the March 31, 2021 reporting period, we did deviate in March 2020 experiencing a rapid increase in client deposits at the beginning of the global pandemic. For the +100bp shock scenario in the March 31, 2020 reporting period, client deposits were modeled to return to average balance levels experienced in the fourth quarter of 2019 with a corresponding reduction in cash and cash equivalents held with central banks.

Beginning with the December 31, 2020 reporting period, we enhanced our NII sensitivity methodology so that the full impact of rate shocks are realized for all currencies even if the result is negative interest rates. Prior to the December 31, 2020 reporting period, our results in lower rate scenarios were impacted by an assumed floor at zero for certain currencies including U.S. dollar. For consistency in this disclosure, the March 31, 2020 reporting period is restated in the table below using enhanced modeling for negative rates.


TABLE 33: NET INTEREST INCOME SENSITIVITY
	March 31, 2021						March 31, 2020(1)
(In millions)	U.S. Dollar		All Other Currencies		Total		U.S. Dollar		All Other Currencies		Total
Rate change:	Benefit (Exposure)						Benefit (Exposure)
Parallel shifts:
+100 bps shock	$	805	$	245	$	1,050	$	310	$	144	$	454
–100 bps shock	493		129		622		571		176		747
Steeper yield curve:
'+100 bps shift in long-end rates(2)	154		2		156		172		10		182
'-100 bps shift in short-end rates(2)	645		131		776		699		186		885
Flatter yield curve:
'+100 bps shift in short-end rates(2)	659		244		903		151		144		295
'-100 bps shift in long-end rates(2)	(142)		(2)		(144)		(125)		(10)		(135)

(1) Represents March 31, 2020 results using the enhanced modeling approach including negative interest rates for all currencies that was implemented starting with the December 31, 2020 reporting period.

(2) The short-end is 0-3 months. The long-end is 5 years and above. Interim term points are interpolated.

As of March 31, 2021, NII is expected to benefit from both parallel increases and decreases in interest rates. Compared to March 31, 2020, our NII is more sensitive to parallel rate increases primarily due to higher forecasted levels of deposits and hedging activity. Our NII benefit from a parallel decline in rates has decreased due to hedging activity and increased floating non-US assets.

U.S. dollar NII as of March 31, 2021 is positioned to benefit from both parallel increases and decreases in interest rates. Compared to March 31, 2020, our U.S. dollar NII benefit to higher rates has increased primarily due to higher forecasted levels of deposits and hedging activity. Compared to March 31, 2020, our U.S. dollar NII benefit to lower rates has modestly declined primarily due to lower hedging activity. We project an NII benefit to a larger upward rate shock of +100bps which assumes deposit rates lag, and we project an NII benefit from a larger downward rate shock of -100 bps, which assumes negative interest rates and charging interest on client deposits and the effect of contractual floors on loans and securities. NII is also exposed to smaller shocks to short-end U.S. interest rates. If short-end U.S. interest rates increase or (decrease) by 5 bps, we estimate the annualized impact to be approximately $20 million in higher (or lower) NII primarily due to the impact on our sponsored repo activity.

NII is still positioned to benefit from changes in non-U.S. interest rates with the majority of our sensitivity derived from the short-end of the curve given deposit pricing expectations. Compared to March 31, 2020, our non-U.S. benefit from higher rates increased and the benefit from lower rates decreased due to higher levels of floating rate EUR-denominated assets.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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EVE sensitivity is a discounted cash flow model designed to estimate the fair value of assets and liabilities under a series of interest rate shocks over a long-term horizon. In the following table, we report our EVE sensitivity to 200 bps instantaneous rate shocks, relative to spot interest rates. Management compares the change in EVE sensitivity against our aggregate Tier 1 and Tier 2 risk-based capital, calculated in conformity with current applicable regulatory requirements. EVE sensitivity is dependent on the timing of interest and principal cash flows. Also, the measure only evaluates the spot balance sheet and does not include the impact of new business assumptions.


TABLE 34: ECONOMIC VALUE OF EQUITY SENSITIVITY
	As of March 31,
(In millions)	2021		2020
Rate change:	Benefit (Exposure)
+200 bps shock	$	(1,109)	$	(1,141)
–200 bps shock	3,630		3,666

As of March 31, 2021, EVE sensitivity remains exposed to upward shifts in interest rates. Compared to March 31, 2020, the up and down 200 bps instantaneous shock scenarios were relatively unchanged. Impacts from investment portfolio growth were offset by higher levels of deposits and hedging activities.

Both NII sensitivity and EVE sensitivity are routinely monitored as market conditions change. For additional information about our Asset and Liability Management Activities, refer to "Risk Management" in this Management's Discussion and Analysis of Financial Condition and Results of Operations.

Model Risk Management

The use of models is widespread throughout the financial services industry, with large and complex organizations relying on sophisticated models to support numerous aspects of their financial decision making. The models contemporaneously represent both a significant advancement in financial management and a source of risk. In large banking organizations like us, model results influence business decisions, and model failure could have a harmful effect on our financial performance. As a result, the Model Risk Management Framework seeks to mitigate our model risk.

For additional information about our model risk management framework, including our governance and model validation, refer to pages 112 to 113 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, "Model Risk Management", in our 2020 Form 10-K.

Strategic Risk Management

We define strategic risk as the current or prospective impact on earnings or capital arising from adverse business decisions, improper implementation of strategic initiatives, or lack of responsiveness to industry-wide changes. Strategic risks are influenced by changes in the competitive environment; decline in market performance or changes in our business activities; and the potential secondary impacts of reputational risks, not already captured as market, interest rate, credit, operational, model or liquidity risks. We incorporate strategic risk into our assessment of our business plans and risk and capital management processes.

For additional information about our strategic risk management framework, refer to page 113 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, "Strategic Risk Management", in our 2020 Form 10-K.

Capital

Managing our capital involves evaluating whether our actual and projected levels of capital are commensurate with our risk profile, are in compliance with all applicable regulatory requirements and are sufficient to provide us with the financial flexibility to undertake future strategic business initiatives. We assess capital adequacy based on relevant regulatory capital requirements, as well as our own internal capital goals, targets and other relevant metrics.

Our designation as a G-SIB is based on a number of factors, as evaluated by banking regulators, and requires us to maintain an additional capital surcharge above the minimum capital ratios set forth in the Basel III final rule. Further, like all other U.S. G-SIBs, we are also currently subject to a 2.0% SLR buffer in addition to the required minimum of 3% under the Basel III final rule. If we fail to exceed any regulatory buffer or surcharge, we will be subject to increased restrictions (depending upon the extent of the shortfall) regarding capital distributions and discretionary executive bonus payments.

Not all of our competitors have similarly been designated as systemically important nor are all of them subject to the same degree of regulation as a bank or financial holding company, and therefore some of our competitors may not be subject to the same capital, liquidity and other regulatory requirements.

For additional information about our capital, refer to pages 113 to 121 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, in our 2020 Form 10-K.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

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Regulatory Capital

We and State Street Bank, as advanced approaches banking organizations, are subject to the U.S. Basel III framework. Provisions of the Basel III final rule became effective on January 1, 2014 with full implementation required on January 1, 2019. We are also subject to the final market risk capital rule issued by U.S. banking regulators effective as of January 2013.

The Basel III final rule provides for two frameworks for monitoring capital adequacy: the “standardized approach" and the “advanced approaches", applicable to advanced approaches banking organizations, like us. The standardized approach prescribes standardized calculations for credit risk RWA, including specified risk weights for certain on and off-balance sheet exposures. The advanced approaches consist of the Advanced Internal Ratings-Based Approach used for the calculation of RWA related to credit risk, and the Advanced Measurement Approach used for the calculation of RWA related to operational risk.

As required by the Dodd-Frank Act enacted in 2010 and the Stress Capital Buffer (SCB) rule enacted in 2020, we and State Street Bank, as advanced approaches banking organizations, are subject to a "capital floor," also referred to as the Collins Amendment, in the assessment of our regulatory capital adequacy, including the capital conservation buffer (CCB) and the SCB, for the advanced approaches and standardized approach, respectively, and a countercyclical capital buffer. In addition, we are subject to a G-SIB surcharge. Our risk-based capital ratios for regulatory assessment purposes are the lower of each ratio calculated under the advanced approaches and standardized approach.

The SCB replaced, under the standardized approach, the capital conservation buffer with a buffer calculated as the difference between the institution’s starting and lowest projected CET1 ratio under the CCAR severely adverse scenario plus planned common stock dividend payments (as a percentage

of RWA) from the fourth through seventh quarter of the CCAR planning horizon. The SCB requirement, which became effective October 1, 2020, can be no less than 2.5% of RWA. Breaching the SCB or other regulatory buffer or surcharge will limit a banking organization’s ability to make capital distributions and discretionary bonus payments to executive officers. The countercyclical capital buffer is currently set at zero by U.S. banking regulators.

Our minimum risk-based capital ratios as of January 1, 2021, including a CCB of 2.5% and an SCB of 2.5% for the advanced approaches and standardized approach, respectively, a G-SIB surcharge of 1.0%, and a countercyclical buffer of 0%, are 8.0% for the Common Equity Tier 1 (CET1) capital ratio, 9.5% for the tier 1 capital ratio, and 11.5% for the total capital ratio. Based on a calculation date of December 31, 2019, our G-SIB surcharge for 2021 is 1.0%. Based on a calculation date of December 31, 2020, our G-SIB surcharge could increase to 1.5% effective January 1, 2023. We are evaluating opportunities to reduce our surcharge, which could result in us remaining at our current G-SIB surcharge of 1%.

To maintain the status of the Parent Company as a financial holding company, we and our insured depository institution subsidiaries are required, among other requirements, to be "well capitalized" as defined by Regulation Y and Regulation H.

The market risk capital rule requires us to use internal models to calculate daily measures of VaR, which reflect general market risk for certain of our trading positions defined by the rule as “covered positions,” as well as stressed-VaR measures to supplement the VaR measures. The rule also requires a public disclosure composed of qualitative and quantitative information about the market risk associated with our trading activities and our related VaR and stressed-VaR measures. The qualitative and quantitative information required by the rule is provided under "Market Risk Management" included in this Management's Discussion and Analysis.

State Street Corporation | 38

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

The following table presents the regulatory capital structure and related regulatory capital ratios for us and State Street Bank as of the dates indicated. We are subject to the more stringent of the risk-based capital ratios calculated under the standardized approach and those calculated under the advanced approaches in the assessment of our capital adequacy under applicable bank regulatory standards.


TABLE 35: REGULATORY CAPITAL STRUCTURE AND RELATED REGULATORY CAPITAL RATIOS
					State Street Corporation												State Street Bank
(Dollars in millions)					Basel III Advanced Approaches March 31, 2021			Basel III Standardized Approach March 31, 2021			Basel III Advanced Approaches December 31, 2020			Basel III Standardized Approach December 31, 2020			Basel III Advanced Approaches March 31, 2021			Basel III Standardized Approach March 31, 2021			Basel III Advanced Approaches December 31, 2020			Basel III Standardized Approach December 31, 2020
Common shareholders' equity:
Common stock and related surplus					$	10,731		$	10,731		$	10,709		$	10,709		$	12,893		$	12,893		$	12,893		$	12,893
Retained earnings					23,751			23,751			23,442			23,442			13,479			13,479			12,939			12,939
Accumulated other comprehensive income (loss)					(418)			(418)			187			187			(221)			(221)			371			371
Treasury stock, at cost					(11,035)			(11,035)			(10,609)			(10,609)			—			—			—			—
Total					23,029			23,029			23,729			23,729			26,151			26,151			26,203			26,203
Regulatory capital adjustments:
Goodwill and other intangible assets, net of associated deferred tax liabilities					(9,149)			(9,149)			(9,019)			(9,019)			(8,880)			(8,880)			(8,745)			(8,745)
Other adjustments(1)					(437)			(437)			(333)			(333)			(250)			(250)			(152)			(152)
Common equity tier 1 capital					13,443			13,443			14,377			14,377			17,021			17,021			17,306			17,306
Preferred stock					1,976			1,976			2,471			2,471			—			—			—			—


Tier 1 capital					15,419			15,419			16,848			16,848			17,021			17,021			17,306			17,306
Qualifying subordinated long-term debt					1,801			1,801			961			961			963			963			966			966

Allowance for loan and lease losses					—			135			1			148			—			135			10			148

Total capital					$	17,220		$	17,355		$	17,810		$	17,957		$	17,984		$	18,119		$	18,282		$	18,420
Risk-weighted assets:





Credit risk(2)					$	66,726		$	122,074		$	63,367		$	114,892		$	62,082		$	119,020		$	58,960		$	110,797
Operational risk(3)					44,075			NA			44,150			NA			43,600			NA			43,663			NA




Market risk					2,250			2,250			2,188			2,188			2,250			2,250			2,188			2,188
Total risk-weighted assets					$	113,051		$	124,324		$	109,705		$	117,080		$	107,932		$	121,270		$	104,811		$	112,985

Adjusted quarterly average assets					$	285,480		$	285,480		$	263,490		$	263,490		$	282,319		$	282,319		$	260,489		$	260,489

Capital Ratios:	2021 Minimum Requirements Including Capital Conservation Buffer and G-SIB Surcharge(4)		2020 Minimum Requirements Including Capital Conservation Buffer and G-SIB Surcharge(4)
Common equity tier 1 capital	8.0	%	8.0	%	11.9		%	10.8		%	13.1		%	12.3		%	15.8		%	14.0		%	16.5		%	15.3		%
Tier 1 capital	9.5		9.5		13.6			12.4			15.4			14.4			15.8			14.0			16.5			15.3
Total capital	11.5		11.5		15.2			14.0			16.2			15.3			16.7			14.9			17.4			16.3

(1) Other adjustments within CET1 capital primarily include the overfunded portion of our defined benefit pension plan obligation net of associated deferred tax liabilities, disallowed deferred tax assets, and other required credit risk based deductions.

(2) Includes a CVA which reflects the risk of potential fair value adjustments for credit risk reflected in our valuation of OTC derivative contracts. We used a simple CVA approach in conformity with the Basel III advanced approaches.

(3) Under the current advanced approaches rules and regulatory guidance concerning operational risk models, RWA attributable to operational risk can vary substantially from period-to-period, without direct correlation to the effects of a particular loss event on our results of operations and financial condition and impacting dates and periods that may differ from the dates and periods as of and during which the loss event is reflected in our financial statements, with the timing and categorization dependent on the processes for model updates and, if applicable, model revalidation and regulatory review and related supervisory processes. An individual loss event can have a significant effect on the output of our operational RWA under the advanced approaches depending on the severity of the loss event and its categorization among the seven Basel-defined UOMs.

(4) Minimum requirements include a CCB of 2.5% and a SCB of 2.5% for the advanced approaches and the standardized approach, respectively, a G-SIB surcharge of 1.0% and a countercyclical buffer of 0%.

NA Not applicable

State Street Corporation | 39

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Our CET1 capital decreased $0.93 billion as of March 31, 2021 compared to December 31, 2020, primarily driven by common stock repurchases, capital distributions from common and preferred dividends and lower capital related to AOCI and intangible assets, partially offset by net income.

Our Tier 1 capital decreased $1.43 billion as of March 31, 2021 compared to December 31, 2020, due to lower CET1 capital, primarily due to lower AOCI and the partial redemption of the Series F preferred stock. Total capital decreased under both the advanced approaches and standardized approach by $0.59 billion and $0.60 billion, respectively, due to the changes in our CET1 capital and Tier 1 capital, partially offset by the issuance of Tier 2 qualifying debt.

The table below presents a roll-forward of CET1 capital, Tier 1 capital and total capital for the three months ended March 31, 2021 and for the year ended December 31, 2020.


TABLE 36: CAPITAL ROLL-FORWARD
(In millions)	Basel III Advanced Approaches March 31, 2021		Basel III Standardized Approach March 31, 2021		Basel III Advanced Approaches December 31, 2020		Basel III Standardized Approach December 31, 2020
Common equity tier 1 capital:
Common equity tier 1 capital balance, beginning of period	$	14,377	$	14,377	$	12,213	$	12,213
Net income	519		519		2,420		2,420
Changes in treasury stock, at cost	(426)		(426)		(400)		(400)
Dividends declared	(30)		(30)		(886)		(886)
Goodwill and other intangible assets, net of associated deferred tax liabilities	(130)		(130)		93		93
Effect of certain items in accumulated other comprehensive income (loss)	(605)		(605)		1,057		1,057
Other adjustments	(262)		(262)		(120)		(120)
Changes in common equity tier 1 capital	(934)		(934)		2,164		2,164
Common equity tier 1 capital balance, end of period	13,443		13,443		14,377		14,377
Additional tier 1 capital:
Tier 1 capital balance, beginning of period	16,848		16,848		15,175		15,175
Change in common equity tier 1 capital	(934)		(934)		2,164		2,164
Net issuance (redemption) of preferred stock	(495)		(495)		(491)		(491)


Changes in tier 1 capital	(1,429)		(1,429)		1,673		1,673
Tier 1 capital balance, end of period	15,419		15,419		16,848		16,848
Tier 2 capital:
Tier 2 capital balance, beginning of period	962		1,109		1,100		1,185
Net issuance and changes in long-term debt qualifying as tier 2	840		840		(134)		(134)

Changes in allowance for credit losses	(1)		(13)		(4)		58

Changes in tier 2 capital	839		827		(138)		(76)
Tier 2 capital balance, end of period	1,801		1,936		962		1,109
Total capital:
Total capital balance, beginning of period	17,810		17,957		16,275		16,360
Changes in tier 1 capital	(1,429)		(1,429)		1,673		1,673
Changes in tier 2 capital	839		827		(138)		(76)
Total capital balance, end of period	$	17,220	$	17,355	$	17,810	$	17,957

State Street Corporation | 40

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

The following table presents a roll-forward of the Basel III advanced and standardized approaches RWA for the three months ended March 31, 2021 and for the year ended December 31, 2020.


TABLE 37: ADVANCED & STANDARDIZED APPROACHES RISK-WEIGHTED ASSETS ROLL-FORWARD

(In millions)	Basel III Advanced Approaches March 31, 2021		Basel III Advanced Approaches December 31, 2020		Basel III Standardized Approach March 31, 2021		Basel III Standardized Approach December 31, 2020
Total risk-weighted assets, beginning of period	$	109,705	$	104,364	$	117,080	$	104,005
Changes in credit risk-weighted assets:
Net increase (decrease) in investment securities-wholesale	(226)		3,008		(62)		1,762
Net increase (decrease) in loans	2,178		2,973		3,439		3,638
Net increase (decrease) in securitization exposures	105		578		99		351
Net increase (decrease) in repo-style transaction exposures	777		1,763		187		3,895
Net increase (decrease) in Over-the-counter derivatives exposures(1)	(614)		780		4,118		457
Net increase (decrease) in all other(2)	1,139		(498)		(599)		2,422
Net increase (decrease) in credit risk-weighted assets	3,359		8,604		7,182		12,525
Net increase (decrease) in market risk-weighted assets	62		550		62		550
Net increase (decrease) in operational risk-weighted assets	(75)		(3,813)		NA		NA
Total risk-weighted assets, end of period	$	113,051	$	109,705	$	124,324	$	117,080

(1) Under the advanced approaches, includes CVA RWA.

(2) Includes assets not in a definable category, non-material portfolio, cleared transactions, other wholesale, cash and due from banks, interest-bearing deposits with banks, and equity exposures.

NA Not applicable

As of March 31, 2021, total advanced approaches RWA increased $3.35 billion compared to December 31, 2020, mainly due to an episodic increase in credit risk RWA. The increase in credit risk RWA was mainly driven by a net increase in overdraft activity, all other, and repo-style transactions RWA, partially offset by a net decrease in FX trading activity.

As of March 31, 2021, total standardized approach RWA increased $7.24 billion compared to December 31, 2020, mainly due to higher credit risk RWA. The episodic increase in credit risk RWA was mainly driven by an increase in FX trading and overdraft activity.

The regulatory capital ratios as of March 31, 2021, presented in Table 35: Regulatory Capital Structure and Related Regulatory Capital Ratios, are calculated under the advanced approaches and standardized approach in conformity with the Basel III final rule. The advanced approaches-based ratios reflect calculations and determinations with respect to our capital and related matters as of March 31, 2021, based on our and external data, quantitative formulae, statistical models, historical correlations and assumptions, collectively referred to as “advanced systems,” in effect and used by us for those purposes as of the time we first reported such ratios in a quarterly report on Form 10-Q or an annual report on Form 10-K. Significant components of these advanced systems involve the exercise of judgment by us and our regulators, and our advanced systems may not, individually or collectively, precisely represent or calculate the scenarios, circumstances, outputs or other results for which they are designed or intended.

Our advanced systems are subject to update and periodic revalidation in response to changes in our business activities and our historical experiences, forces and events experienced by the market broadly or by individual financial institutions, changes in regulations and regulatory interpretations and other factors, and are also subject to continuing regulatory review and approval. For example, a significant operational loss experienced by another financial institution, even if we do not experience a related loss, could result in a material change in the output of our advanced systems and a corresponding material change in our risk exposures, our total RWA and our capital ratios compared to prior periods. An operational loss that we experience could also result in a material change in our capital requirements for operational risk under the advanced approaches, depending on the severity of the loss event, its characterization among the seven Basel-defined UOM, and the stability of the distributional approach for a particular UOM, and without direct correlation to the effects of the loss event, or the timing of such effects, on our results of operations.

Due to the influence of changes in these advanced systems, whether resulting from changes in data inputs, regulation or regulatory supervision or interpretation, specific to us or market activities or experiences or other updates or factors, we expect that our advanced systems and our capital ratios calculated in conformity with the Basel III final rule will change and may be volatile over time, and that those latter changes or volatility could be material as calculated and measured from period to period. The full effects of the Basel III final rule on us and State Street Bank are therefore subject to further evaluation and also to further regulatory guidance, action or rule-making.

State Street Corporation | 41

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Tier 1 and Supplementary Leverage Ratios

We are subject to a minimum Tier 1 leverage ratio and a supplementary leverage ratio. The Tier 1 leverage ratio is based on Tier 1 capital and adjusted quarterly average on-balance sheet assets. The Tier 1 leverage ratio differs from the SLR primarily in that the denominator of the Tier 1 leverage ratio is a quarterly average of on-balance sheet assets, while the SLR additionally includes off-balance sheet exposures. We must maintain a minimum Tier 1 leverage ratio of 4%.

We are also subject to a minimum SLR of 3%, and as a U.S. G-SIB, we must maintain a 2% SLR buffer in order to avoid any limitations on distributions to shareholders and discretionary bonus payments to certain executives. If we do not maintain this buffer, limitations on these distributions and discretionary bonus payments would be increasingly stringent based upon the extent of the shortfall.


TABLE 38: TIER 1 AND SUPPLEMENTARY LEVERAGE RATIOS
(Dollars in millions)	March 31, 2021			December 31, 2020
State Street:
Tier 1 capital	$	15,419		$	16,848
Average assets	296,328			277,055
Less: adjustments for deductions from tier 1 capital and other	(10,848)			(13,565)
Adjusted average assets for Tier 1 leverage ratio	285,480			263,490
Derivatives and repo-style transactions and off-balance sheet exposures	33,822			34,379
Adjustments for deductions of qualifying central bank deposits	(105,437)			(90,322)
Total assets for SLR	$	213,865		$	207,547
Tier 1 leverage ratio(1)	5.4		%	6.4		%
Supplementary leverage ratio	7.2			8.1

State Street Bank(2):
Tier 1 capital	$	17,021		$	17,306
Average assets	292,711			273,599
Less: adjustments for deductions from tier 1 capital and other	(10,392)			(13,110)
Adjusted average assets for Tier 1 leverage ratio	282,319			260,489
Off-balance sheet exposures	33,822			38,591
Adjustments for deductions of qualifying central bank deposits	(92,596)			(80,935)
Total assets for SLR	$	223,545		$	218,145
Tier 1 leverage ratio(1)	6.0		%	6.6		%
Supplementary leverage ratio	7.6			7.9

(1) Tier 1 leverage ratios were calculated in conformity with the Basel III final rule.

(2) The SLR rule requires that, as of January 1, 2018, (i) State Street Bank maintains an SLR of at least 6.0% to be well capitalized under the U.S. banking regulators’ Prompt Corrective Action Framework and (ii) we maintain an SLR of at least 5.0% to avoid limitations on capital distributions and discretionary bonus payments. In addition to the SLR, State Street Bank is subject to a well-capitalized Tier 1 leverage ratio requirement of 5.0%.

Total Loss-Absorbing Capacity (TLAC)

In 2016, the Federal Reserve released its final rule on TLAC, LTD and clean holding company requirements for U.S. domiciled G-SIBs, such as us, that is intended to improve the resiliency and resolvability of certain U.S. banking organizations through enhanced prudential standards. Among other things, the TLAC final rule requires us to comply with minimum requirements for external TLAC and external LTD effective January 1, 2019. Specifically, we must hold:


			Amount equal to:
Combined eligible tier 1 regulatory capital and LTD			Greater of: •21.5% of total RWA (18.0% minimum plus 2.5% plus a G-SIB surcharge calculated for these purposes under Method 1 of 1.0% plus any applicable counter- cyclical buffer, which is currently 0%); and •9.5% of total leverage exposure (7.5% minimum plus the SLR buffer of 2.0%), as defined by the SLR final rule.
Qualifying external LTD			Greater of: •7.0% of RWA (6.0% minimum plus a G-SIB surcharge calculated for these purposes under method 2 of 1.0%); and •4.5% of total leverage exposure, as defined by the SLR final rule.

As of April 1, 2020, the TLAC and LTD requirements calibrated to the SLR denominator reflect the deduction of certain central bank balances as prescribed by the regulatory relief implemented under the EGRRCPA.

The following table presents external LTD and external TLAC as of March 31, 2021.


TABLE 39: TOTAL LOSS-ABSORBING CAPACITY
	As of March 31, 2021
(Dollars in millions)	Actual				Requirement
Total loss-absorbing capacity (eligible Tier 1 regulatory capacity and long term debt):
Risk-weighted assets	$	28,409	22.9	%	$	26,730	21.5	%
Supplemental leverage ratio	28,409		13.3		20,317		9.5
Long term debt:
Risk-weighted assets	12,616		10.1		8,703		7.0
Supplemental leverage ratio	12,616		5.9		9,624		4.5

State Street Corporation | 42

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Regulatory Developments

In April 2018, the Federal Reserve issued a proposed rule which would replace the current 2.0% SLR buffer for G-SIBs, with a buffer equal to 50% of their G-SIB surcharge. This proposal would also make conforming modifications to our TLAC and eligible LTD requirements applicable to G-SIBs. At this point in time, it is unclear whether this proposal will be implemented as proposed.

In November 2019, the Federal Reserve and other U.S. federal banking agencies issued a final rule to implement the Standardized Approach for Counterparty Credit Risk (SA-CCR) as a replacement of the Current Exposure Method for calculating exposure-at-default of derivatives exposures. Mandatory compliance with the final rule is required by January 1, 2022.

On March 4, 2020, U.S. federal banking agencies issued the SCB final rule that replaces, under the standardized approach, the capital conservation buffer (2.5%) with a SCB calculated as the difference between an institution’s starting and lowest projected CET1 ratio under the CCAR severely adverse scenario plus planned common stock dividend payments (as a percentage of RWA) from the fourth through seventh quarter of the CCAR planning horizon. The SCB requirement, which became effective October 1, 2020, can be no less than 2.5% of RWA.

The Federal Reserve and other U.S. federal banking agencies issued an interim final rule effective in March 2020 and later finalized on a permanent basis on August 26, 2020, which revised the definition of eligible retained income for all U.S. banking organizations. The revised definition of eligible retained income makes any automatic limitations on capital distributions, where a banking organization's regulatory ratios were to decline below the respective minimum requirements, take effect on a more gradual basis.

Following the launch of the MMLF program, which we participate in, the Federal Reserve issued an interim final rule on March 19, 2020 (followed by a final rule on September 29, 2020), allowing Bank Holding Companies (BHCs) to exclude assets purchased with the MMLF program from their RWA, total leverage exposure and average total consolidated assets. For the quarter ended March 31, 2021, we deducted $1.3 billion of MMLF program average HTM securities. No new credit extensions will be made after March 31, 2021, unless the Federal Reserve and the Department of the Treasury extend the program.

On March 27, 2020, the BCBS announced the deferral of the implementation of the revisions to the

Basel III framework to January 1, 2023. As of now, the U.S. federal banking agencies have not formally proposed the implementation of the BCBS revisions.

Effective April 1, 2020, the Federal Reserve and other U.S. federal banking agencies adopted a final rule as part of EGRRCPA that establishes a deduction for qualifying central bank deposits from a custodial banking organization’s total leverage exposure equal to the lesser of (i) the total amount of funds the custodial banking organization and its consolidated subsidiaries have on deposit at qualifying central banks and (ii) the total amount of client funds on deposit at the custodial banking organization that are linked to fiduciary or custodial and safekeeping accounts. For the quarter ended March 31, 2021, we deducted $92.6 billion of average balances held on deposit at central banks from the denominator used in the calculation of our SLR, based on this custodial banking deduction.

In addition to the regulatory relief granted to custodial banks under the EGRRCPA, an SLR interim final rule released on April 1, 2020 allows all BHCs to deduct their deposits at Federal Reserve Banks and their investments in U.S. Treasuries from their total leverage exposure on a temporary basis, from the second quarter of 2020 through the first quarter of 2021. The temporary deduction of our investment in U.S. Treasuries is incremental to the existing central bank placement deduction granted to custodian banks under EGRRCPA. For the quarter ended March 31, 2021, we deducted $12.8 billion invested in U.S. Treasuries from our total leverage exposure.

On May 15, 2020, the U.S. federal banking agencies released an interim final rule that also permits insured depository institution subsidiaries of BHCs to temporarily exclude deposits at Federal Reserve Banks and investments in U.S. Treasuries from their total leverage exposure, subject to certain conditions. State Street Bank has elected not to apply such exclusions as of March 31, 2021.

On June 25, 2020, we were notified by the Federal Reserve of the results from the 2020 DFAST stress test, including our preliminary SCB of 2.5% and on August 10, 2020, the Federal Reserve confirmed that our SCB is 2.5% for the period starting on October 1, 2020 and ending on September 30, 2021. Additionally, included in this notification and in light of the considerable economic uncertainty created by the COVID-19 pandemic, all participating CCAR banking organizations were required to resubmit their capital plans by November 2, 2020, based on updated scenarios provided by the Federal Reserve on September 17, 2020.

State Street Corporation | 43

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

In line with the decision to administer a new stress test, the Federal Reserve decided to limit the ability of all CCAR banking organizations to make capital distributions in the third and fourth quarters of 2020, although banking organizations were permitted to pay common stock dividends at previous levels provided such distributions did not exceed an amount determined by a formula based on the banking organization's recent income. As a result, CCAR banking organizations, including us, were not permitted to return capital to shareholders in the form of common share repurchases during the third quarter and fourth quarter of 2020.

On October 20, 2020, the Federal Reserve and other U.S. federal banking agencies issued a final rule that will require us and State Street Bank to make certain deductions from regulatory capital for investments in certain unsecured debt instruments, including eligible LTD under the TLAC rule, issued by the Parent Company and other U.S. and foreign G-SIBs. The final rule will become effective on April 1, 2021.

On December 18, 2020, following the release of a second round of stress test results for 2020, the Federal Reserve decided to modify the applicable restrictions on capital distributions for the first quarter of 2021. Provided that we do not increase the amount of our common stock dividends to be larger than the level paid in the second quarter of 2020, common stock dividends and share repurchases in the first quarter of 2021 were limited to the average of our net income for the four preceding quarters plus a number of shares equal to the share issuances in the quarter related to expensed employee compensation. On March 25, 2021, the Federal Reserve extended the aforementioned restrictions through the second quarter of 2021. As of now, our capital distributions in the third quarter of 2021 and beyond will be governed by our minimum capital requirements inclusive of the SCB that will not be recalibrated based on the stress test results.

On March 19, 2021, the Federal Reserve confirmed that the temporary change to the SLR, allowing BHCs and insured depository institution subsidiaries of BHCs to deduct deposits at Federal Reserve Banks and investments in U.S. Treasuries from their total leverage exposure, would expire on March 31, 2021.

Capital Actions

Preferred Stock

The following table summarizes selected terms of each of the series of the preferred stock issued and outstanding as of March 31, 2021:

TABLE 40: PREFERRED STOCK ISSUED AND OUTSTANDING

Preferred Stock(2):

Issuance Date

Depositary Shares Issued

Amount outstanding (in millions)

Ownership Interest Per Depositary Share

Liquidation Preference Per Share

Liquidation Preference Per Depositary Share

Per Annum Dividend Rate

Dividend Payment Frequency

Carrying Value as of March 31, 2021
(In millions)

Redemption Date(1)

Series D

February 2014

30,000,000

750

1/4,000th

100,000

5.90% to but excluding March 15, 2024, then a floating rate equal to the three-month LIBOR plus 3.108%

Quarterly: March, June, September and December

742

March 15, 2024

Series F(3)

May 2015

250,000

250

1/100th

100,000

1,000

5.25% to but excluding September 15, 2020, then a floating rate equal to the three-month LIBOR plus 3.597%, or 3.78088% effective March 15, 2021

Quarterly: March, June, September and December

247

September 15, 2020

Series G

April 2016

20,000,000

500

1/4,000th

100,000

5.35% to but excluding March 15, 2026, then a floating rate equal to the three-month LIBOR plus 3.709%

Quarterly: March, June, September and December

493

March 15, 2026

Series H

September 2018

500,000

500

1/100th

100,000

1,000

5.625% to but excluding December 15, 2023, then a floating rate equal to the three-month LIBOR plus 2.539%

Semi-annually: June and December

494

December 15, 2023

(1) On the redemption date, or any dividend payment date thereafter, the preferred stock and corresponding depositary shares may be redeemed by us, in whole or in part, at the liquidation price per share and liquidation price per depositary share plus any declared and unpaid dividends, without accumulation of any undeclared dividends.

(2) The preferred stock and corresponding depositary shares may be redeemed at our option in whole, but not in part, prior to the redemption date upon the occurrence of a regulatory capital treatment event, as defined in the certificate of designation, at a redemption price equal to the liquidation price per share and liquidation price per depositary share plus any declared and unpaid dividends, without accumulation of any undeclared dividends.

(3) Series F preferred stock is redeemable on September 15, 2020 and on each succeeding dividend payment date. We did not elect redemption on September 15, 2020 or December 15, 2020.

State Street Corporation | 44

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

On March 15, 2021, we redeemed an aggregate of $500 million, or 5,000 of the 7,500 outstanding shares of our non-cumulative perpetual preferred stock, Series F, for cash at a redemption price of $100,000 per share (equivalent to $1,000 per depositary share) plus all declared and unpaid dividends.

The following tables present the dividends declared for each of the series of preferred stock issued and outstanding for the periods indicated:

TABLE 41: PREFERRED STOCK DIVIDENDS















	Three Months Ended March 31,
	2021						2020
(Dollars in millions, except per share amounts)	Dividends Declared per Share		Dividends Declared per Depositary Share		Total		Dividends Declared per Share		Dividends Declared per Depositary Share		Total
Preferred Stock:
Series C	$	—	$	—	$	—	$	1,313	$	0.33	$	6
Series D	1,475		0.37		11		1,475		0.37		11

Series F	953		9.53		7		2,625		26.25		20
Series G	1,338		0.33		7		1,338		0.33		7
Series H	—		—		—		—		—		—
Total					$	25					$	44

Common Stock

In June 2019, the Federal Reserve issued a non-objection to our capital plan submitted as part of the 2019 CCAR submission; and in connection with that capital plan, our Board approved a common stock purchase program authorizing the purchase of up to $2.0 billion of our common stock from July 1, 2019 through June 30, 2020 (the 2019 Program). We repurchased $500 million of our common stock in the first quarter of 2020 under the 2019 Program.

On March 16, 2020, we, along with the other U.S. G-SIBs, suspended common share repurchases and maintained this suspension through the fourth quarter of 2020 in response to the COVID-19 pandemic. This suspension was consistent with limitations imposed by the Federal Reserve beginning in the second quarter of 2020. As a result, we had no repurchases of our common stock in the second, third or fourth quarters of 2020. In December 2020, the Federal Reserve issued results of 2020 resubmission stress tests and authorized us to continue to pay common stock dividends at current levels and to resume repurchasing common shares in the first quarter of 2021. In January 2021, our Board authorized a common share repurchase program for the purchase of up to $475 million of our common stock through March 31, 2021. We repurchased $475 million of our common stock in the first quarter of 2021. In April 2021, our Board authorized a common share repurchase program for the purchase of up to $425 million of our common stock through June 30, 2021, in compliance with the limit set by the Federal Reserve.

The tables below present the activity under our common stock purchase program for the periods indicated:


	TABLE 42: SHARES REPURCHASED
Three Months Ended March 31, 2021



	Shares Acquired (In millions)	Average Cost per Share		Total Acquired (In millions)

	6.2	$	76.21	$	475


Three Months Ended March 31, 2020
	Shares Acquired (In millions)	Average Cost per Share		Total Acquired (In millions)

	6.5	$	77.35	$	500

The table below presents the dividends declared on common stock for the periods indicated:


TABLE 43: COMMON STOCK DIVIDENDS











	Three Months Ended March 31,
	2021				2020
	Dividends Declared per Share		Total (In millions)		Dividends Declared per Share		Total (In millions)
Common Stock	$	0.52	$	182	$	0.52	$	183

State Street Corporation | 45

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

Federal and state banking regulations place certain restrictions on dividends paid by subsidiary banks to the parent holding company. In addition, banking regulators have the authority to prohibit bank holding companies from paying dividends. For information concerning limitations on dividends from our subsidiary banks, refer to pages 55 and 57 in "Related Stockholder Matters" included under Item 5, Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities, in our 2020 Form 10-K, and to pages 171 to 173 in Note 15 to the consolidated financial statements included under Item 8. Our common stock and preferred stock dividends, including the declaration, timing and amount thereof, are subject to consideration and approval by the Board at the relevant times.

Stock purchases may be made using various types of mechanisms, including open market purchases, accelerated share repurchases or transactions off market and may be made under Rule 10b5-1 trading programs. The timing of stock purchases, types of transactions and number of shares purchased will depend on several factors, including, market conditions and our capital positions, financial performance and investment opportunities. The common stock purchase program does not have specific price targets and may be suspended at any time.

OFF-BALANCE SHEET ARRANGEMENTS

On behalf of clients enrolled in our securities lending program, we lend securities to banks, broker/dealers and other institutions. In most circumstances, we indemnify our clients for the fair market value of those securities against a failure of the borrower to return such securities. Though these transactions are collateralized, the substantial volume of these activities necessitates detailed credit-based underwriting and monitoring processes. The aggregate amount of indemnified securities on loan totaled $436.04 billion and $440.88 billion as of March 31, 2021 and December 31, 2020, respectively. We require the borrower to provide collateral in an amount in excess of 100% of the fair market value of the securities borrowed. We hold the collateral received in connection with these securities lending services as agent, and the collateral is not recorded in our consolidated statement of condition. We revalue the securities on loan and the collateral daily to determine if additional collateral is necessary or if excess collateral is required to be returned to the borrower. We held, as agent, cash and securities totaling $457.37 billion and $463.27 billion as collateral for indemnified securities on loan as of March 31, 2021 and December 31, 2020, respectively.

The cash collateral held by us as agent is invested on behalf of our clients. In certain cases, the cash collateral is invested in third-party repurchase agreements, for which we indemnify the client against loss of the principal invested. We require the counterparty to the indemnified repurchase agreement to provide collateral in an amount in excess of 100% of the amount of the repurchase agreement. In our role as agent, the indemnified repurchase agreements and the related collateral held by us are not recorded in our consolidated statement of condition. Of the collateral of $457.37 billion and $463.27 billion, referenced above, $59.31 billion and $54.43 billion was invested in indemnified repurchase agreements as of March 31, 2021 and December 31, 2020, respectively. We or our agents held $64.15 billion and $58.09 billion as collateral for indemnified investments in repurchase agreements as of March 31, 2021 and December 31, 2020, respectively.

Additional information about our securities finance activities and other off-balance sheet arrangements is provided in Notes 7, 9 and 11 to the consolidated financial statements in this Form 10-Q.

RECENT ACCOUNTING DEVELOPMENTS

Information with respect to recent accounting developments is provided in Note 1 to the consolidated financial statements in this Form 10-Q.

State Street Corporation | 46

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The information provided under “Market Risk Management” in "Financial Condition" in our Management's Discussion and Analysis in this Form 10-Q, is incorporated by reference herein.

For more information on our market risk refer to pages 104 to 112 included under Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, in our 2020 Form 10-K.

CONTROLS AND PROCEDURES

We have established and maintain disclosure controls and procedures that are designed to ensure that information related to us and our subsidiaries on a consolidated basis required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. For the quarter ended March 31, 2021, our management carried out an evaluation, with the participation of the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the evaluation of these disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2021.

We have established and maintain internal control over financial reporting as a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in conformity with U.S. GAAP. In the ordinary course of business, we routinely enhance our internal controls and procedures for financial reporting by either upgrading our current systems or implementing new systems. Changes have been made and may be made to our internal controls and procedures for financial reporting as a result of these efforts. During the quarter ended March 31, 2021, no change occurred in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

State Street Corporation | 47

STATE STREET CORPORATION

CONSOLIDATED STATEMENT OF INCOME

(UNAUDITED)


	Three Months Ended March 31,
(Dollars in millions, except per share amounts)	2021		2020
Fee revenue:
Servicing fees	$	1,371	$	1,287
Management fees	493		464
Foreign exchange trading services	346		444
Securities finance	99		92
Software and processing fees	174		112
Total fee revenue	2,483		2,399
Net interest income:
Interest income	471		868
Interest expense	4		204
Net interest income	467		664
Other income:



Gains (losses) related to investment securities, net	—		2
Other income	—		—
Total other income	—		2
Total revenue	2,950		3,065
Provision for credit losses	(9)		36
Expenses:
Compensation and employee benefits	1,242		1,208
Information systems and communications	421		385
Transaction processing services	270		254
Occupancy	109		109
Acquisition and restructuring costs	10		11
Amortization of other intangible assets	58		58
Other	222		230
Total expenses	2,332		2,255
Income before income tax expense	627		774
Income tax expense	108		140

Net income	$	519	$	634
Net income available to common shareholders	$	489	$	580
Earnings per common share:
Basic	$	1.39	$	1.64
Diluted	1.37		1.62
Average common shares outstanding (in thousands):
Basic	350,743		353,746
Diluted	355,690		357,993
Cash dividends declared per common share	$	.52	$	.52

The accompanying condensed notes are an integral part of these consolidated financial statements.

State Street Corporation | 48

STATE STREET CORPORATION

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME(LOSS)

(UNAUDITED)


	Three Months Ended March 31,
(In millions)	2021		2020
Net income	$	519	$	634
Other comprehensive income (loss), net of related taxes:
Foreign currency translation, net of related taxes of $53 and ($10), respectively	(200)		(300)
Net unrealized gains (losses) on available-for-sale securities, net of reclassification adjustment and net of related taxes of ($161) and $35, respectively	(425)		134
Net unrealized gains (losses) on available-for-sale securities designated in fair value hedges, net of related taxes of $4 and ($3), respectively	12		(7)

Net unrealized gains (losses) on cash flow hedges, net of related taxes of $0 and $44, respectively	—		117
Net unrealized gains (losses) on retirement plans, net of related taxes of $3 and $4, respectively	8		12
Other comprehensive income (loss)	(605)		(44)
Total comprehensive income (loss)	$	(86)	$	590

The accompanying condensed notes are an integral part of these consolidated financial statements.

State Street Corporation | 49

STATE STREET CORPORATION

CONSOLIDATED STATEMENT OF CONDITION


	March 31, 2021		December 31, 2020

(Dollars in millions, except per share amounts)	(UNAUDITED)
Assets:
Cash and due from banks	$	4,552	$	3,467
Interest-bearing deposits with banks	107,554		116,960
Securities purchased under resale agreements	5,238		3,106
Trading account assets	786		815
Investment securities available-for-sale	60,512		59,048
Investment securities held-to-maturity purchased under money market liquidity facility (less allowance for credit losses of $0 and $1) (fair value of $201 and $3,304)	201		3,299
Investment securities held-to-maturity (less allowance for credit losses of $2 and $2) (fair value of $46,752 and $50,003)	46,261		48,929
Loans (less allowance for credit losses on loans of $118 and $122)	31,467		27,803
Premises and equipment (net of accumulated depreciation of $4,960 and $4,825)	2,143		2,154
Accrued interest and fees receivable	3,302		3,105

Goodwill	7,629		7,683
Other intangible assets	2,007		1,827
Other assets	45,233		36,510
Total assets	$	316,885	$	314,706
Liabilities:
Deposits:
Non-interest-bearing	$	57,079	$	49,439
Interest-bearing - U.S.	108,372		102,331
Interest-bearing - non-U.S.	79,442		88,028
Total deposits	244,893		239,798
Securities sold under repurchase agreements	587		3,413
Short term borrowings under money market liquidity facility	200		3,302
Other short-term borrowings	642		685
Accrued expenses and other liabilities	31,722		27,503
Long-term debt	13,836		13,805
Total liabilities	291,880		288,506
Commitments, guarantees and contingencies (Notes 9 and 10)
Shareholders’ equity:
Preferred stock, no par, 3,500,000 shares authorized:

Series D, 7,500 shares issued and outstanding	742		742

Series F, 2,500 shares issued and outstanding	247		742
Series G, 5,000 shares issued and outstanding	493		493
Series H, 5,000 shares issued and outstanding	494		494
Common stock, $1 par, 750,000,000 shares authorized:
503,879,642 and 503,879,642 shares issued, and 348,032,982 and 353,156,279 shares outstanding	504		504
Surplus	10,227		10,205
Retained earnings	23,751		23,442
Accumulated other comprehensive income (loss)	(418)		187
Treasury stock, at cost (155,846,660 and 150,723,363 shares)	(11,035)		(10,609)
Total shareholders’ equity	25,005		26,200


Total liabilities and shareholders' equity	$	316,885	$	314,706

The accompanying condensed notes are an integral part of these consolidated financial statements.

State Street Corporation | 50

STATE STREET CORPORATION

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

(UNAUDITED)


(Dollars in millions, except per share amounts, shares in thousands)	Preferred Stock		Common Stock			Surplus		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Stock			Total
			Shares	Amount								Shares	Amount




































Balance at December 31, 2019	$	2,962	503,880	$	504	$	10,132	$	21,918	$	(876)	146,490	$	(10,209)	$	24,431
Net income								634							634
Other comprehensive income (loss)										(44)					(44)
Preferred stock redeemed	(491)							(9)							(500)
Cash dividends declared:
Common stock - $0.52 per share								(183)							(183)
Preferred stock								(44)							(44)
Common stock acquired												6,464	(500)		(500)
Common stock awards exercised						23						(1,017)	45		68
Other (1)						—		(1)				(1)	—		(1)
Balance at March 31, 2020	$	2,471	503,880	$	504	$	10,155	$	22,315	$	(920)	151,936	$	(10,664)	$	23,861
Balance at December 31, 2020	$	2,471	503,880	$	504	$	10,205	$	23,442	$	187	150,723	$	(10,609)	$	26,200
Net income								519							519
Other comprehensive income (loss)										(605)					(605)
Preferred stock redeemed	(495)							(5)							(500)
Cash dividends declared:
Common stock - $0.52 per share								(182)							(182)
Preferred stock								(25)							(25)
Common stock acquired												6,233	(475)		(475)
Common stock awards exercised						22						(1,111)	49		71
Other								2				2			2
Balance at March 31, 2021	$	1,976	503,880	$	504	$	10,227	$	23,751	$	(418)	155,847	$	(11,035)	$	25,005

(1) Includes the impact of transitioning to ASC 326: Measurement of Credit Losses on Financial Instruments, consisting of a decrease in retained earnings of $3 million in the first quarter of 2020.

The accompanying condensed notes are an integral part of these consolidated financial statements.

State Street Corporation | 51

STATE STREET CORPORATION

CONSOLIDATED STATEMENT OF CASH FLOWS

(UNAUDITED)


	Three Months Ended March 31,
(In millions)	2021		2020
Operating Activities:
Net income	$	519	$	634
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred income tax (benefit)	(26)		8
Amortization of other intangible assets	58		58
Other non-cash adjustments for depreciation, amortization and accretion, net	359		274
Losses (gains) related to investment securities, net	—		(2)
Provision for credit losses	(9)		36
Change in trading account assets, net	29		42
Change in accrued interest and fees receivable, net	(197)		(43)
Change in collateral deposits, net	35		2,685
Change in unrealized losses (gains) on foreign exchange derivatives, net	(6,250)		(3,090)
Change in other assets, net	(377)		(891)

Change in accrued expenses and other liabilities, net	2,000		4,179

Other, net	127		149
Net cash (used in) provided by operating activities	(3,732)		4,039
Investing Activities:
Net (increase) decrease in interest-bearing deposits with banks	9,406		(78,770)
Net (increase) decrease in securities purchased under resale agreements	(2,132)		450
Proceeds from sales of available-for-sale securities	5,168		1,657
Proceeds from maturities of available-for-sale securities	5,004		4,219
Purchases of available-for-sale securities	(12,324)		(8,935)

Purchases of held-to-maturity securities under the MMLF program	—		(26,061)

Proceeds from maturities of held-to-maturity securities under the MMLF program	3,099		451
Proceeds from maturities of held-to-maturity securities	3,840		2,695
Purchases of held-to-maturity securities	(1,268)		(2,141)
Sale of loans	35		93
Net (increase) in loans	(3,695)		(6,164)
Business acquisitions, net of cash acquired	(214)		—
Purchases of equity investments and other long-term assets	(34)		(794)
Purchases of premises and equipment, net	(162)		(114)

Other, net	81		641
Net cash provided by (used in) investing activities	6,804		(112,773)
Financing Activities:
Net (decrease) increase in time deposits	(1,580)		18,635
Net increase (decrease) in all other deposits	6,674		56,596
Net (decrease) increase in securities sold under repurchase agreements	(2,826)		4,271
Net (decrease) increase in short-term borrowings under money market liquidity facility	(3,102)		25,665
Net (decrease) increase in other short-term borrowings	(43)		3,996
Proceeds from issuance of long-term debt, net of issuance costs	844		2,497
Payments for long-term debt and obligations under finance leases	(764)		(8)
Payments for redemption of preferred stock	(500)		(500)


Repurchases of common stock	(475)		(515)

Repurchases of common stock for employee tax withholding	(6)		(43)
Payments for cash dividends	(209)		(230)

Net cash (used in) provided by financing activities	(1,987)		110,364
Net increase	1,085		1,630
Cash and due from banks at beginning of period	3,467		3,302
Cash and due from banks at end of period	$	4,552	$	4,932

The accompanying condensed notes are an integral part of these consolidated financial statements.

State Street Corporation | 52

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 1. Summary of Significant Accounting Policies

Basis of Presentation

The accounting and financial reporting policies of State Street Corporation conform to U.S. GAAP. State Street Corporation, the Parent Company, is a financial holding company headquartered in Boston, Massachusetts. Unless otherwise indicated or unless the context requires otherwise, all references in these notes to consolidated financial statements to “State Street,” “we,” “us,” “our” or similar references mean State Street Corporation and its subsidiaries on a consolidated basis, including our principal banking subsidiary, State Street Bank.

The accompanying consolidated financial statements should be read in conjunction with the financial and risk factor information included in our 2020 Form 10-K, which we previously filed with the SEC.

The consolidated financial statements accompanying these condensed notes are unaudited. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair statement of the consolidated results of operations in these financial statements, have been made. Certain previously reported amounts presented in this Form 10-Q have been reclassified to conform to current-period presentation. Events occurring subsequent to the date of our consolidated statement of condition were evaluated for potential recognition or disclosure in our consolidated financial statements through the date we filed this Form 10-Q with the SEC.

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions in the application of certain of our significant accounting policies that may materially affect the reported amounts of assets, liabilities, equity, revenue and expenses. As a result of unanticipated events or circumstances, actual results could differ from those estimates. These accounting estimates reflect the best judgment of management, but actual results could differ.

Our consolidated statement of condition as of December 31, 2020 included in the accompanying consolidated financial statements was derived from the audited financial statements as of that date, but does not include all notes required by U.S. GAAP for a complete set of consolidated financial statements.

Recent Accounting Developments

We did not adopt any new accounting standards in the first quarter of 2021 that had a material impact to our financial statements. Additionally, we continue to evaluate accounting standards that were recently issued but not yet adopted as of March 31, 2021; none are expected to have a material impact to our financial statements.

Note 2. Fair Value

Fair Value Measurements

We carry trading account assets and liabilities, AFS debt securities, certain equity securities and various types of derivative financial instruments, at fair value in our consolidated statement of condition on a recurring basis. Changes in the fair values of these financial assets and liabilities are recorded either as components of our consolidated statement of income or as components of AOCI within shareholders' equity in our consolidated statement of condition.

We measure fair value for the above-described financial assets and liabilities in conformity with U.S. GAAP that governs the measurement of the fair value of financial instruments. Management believes that its valuation techniques and underlying assumptions used to measure fair value conform to the provisions of U.S. GAAP. We categorize the financial assets and liabilities that we carry at fair value based on a prescribed three-level valuation hierarchy. For information about our valuation techniques for financial assets and financial liabilities measured at fair value and the fair value hierarchy, refer to pages 135 to 142 in Note 2 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

State Street Corporation | 53

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following tables present information with respect to our financial assets and liabilities carried at fair value in our consolidated statement of condition on a recurring basis as of the dates indicated:


	Fair Value Measurements on a Recurring Basis
	As of March 31, 2021
(In millions)	Quoted Market Prices in Active Markets (Level 1)		Pricing Methods with Significant Observable Market Inputs (Level 2)		Pricing Methods with Significant Unobservable Market Inputs (Level 3)		Impact of Netting(1)		Total Net Carrying Value in Consolidated Statement of Condition
Assets:
Trading account assets:
U.S. government securities	$	40	$	—	$	—			$	40
Non-U.S. government securities	—		222		—				222
Other	—		524		—				524

Total trading account assets	40		746		—				786
Available-for-sale investment securities:
U.S. Treasury and federal agencies:
Direct obligations	8,937		—		—				8,937
Mortgage-backed securities	—		14,425		—				14,425
Total U.S. Treasury and federal agencies	8,937		14,425		—				23,362
Asset-backed securities:
Student loans	—		288		—				288
Credit cards	—		91		—				91


Collateralized loan obligations	—		3,669		106				3,775
Non-agency CMBS and RMBS(2)	—		71		—				71
Total asset-backed securities	—		4,119		106				4,225
Non-U.S. debt securities:
Mortgage-backed securities	—		2,032		—				2,032
Asset-backed securities	—		2,297		—				2,297
Government securities	—		9,910		—				9,910
Other(3)	—		13,709		—				13,709
Total non-U.S. debt securities	—		27,948		—				27,948
State and political subdivisions	—		1,498		—				1,498

Other U.S. debt securities	—		3,464		15				3,479





Total available-for-sale investment securities	8,937		51,454		121				60,512
Other assets:
Derivative instruments:
Foreign exchange contracts	—		21,892		6		$	(13,728)	8,170
Interest rate contracts	1		—		—		(1)		—

Total derivative instruments	1		21,892		6		(13,729)		8,170


Other	—		549		—		—		549
Total assets carried at fair value	$	8,978	$	74,641	$	127	$	(13,729)	$	70,017
Liabilities:
Accrued expenses and other liabilities:




Derivative instruments:
Foreign exchange contracts	$	9	$	22,036	$	—	$	(15,533)	$	6,512
Interest rate contracts	—		35		—		(1)		34
Other derivative contracts	—		181		—		—		181
Total derivative instruments	9		22,252		—		(15,534)		6,727

Total liabilities carried at fair value	$	9	$	22,252	$	—	$	(15,534)	$	6,727

(1) Represents counterparty netting against level 2 financial assets and liabilities where a legally enforceable master netting agreement exists between us and the counterparty. Netting also reflects asset and liability reductions of $1.81 billion and $3.61 billion, respectively, for cash collateral received from and provided to derivative counterparties.

(2) Consists entirely of non-agency CMBS.

(3) As of March 31, 2021, the fair value of other non-U.S. debt securities included $10.13 billion of supranational and non-U.S. agency bonds, $1.90 billion of corporate bonds and $0.43 billion of covered bonds.

State Street Corporation | 54

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)


	Fair Value Measurements on a Recurring Basis
	As of December 31, 2020
(In millions)	Quoted Market Prices in Active Markets (Level 1)		Pricing Methods with Significant Observable Market Inputs (Level 2)		Pricing Methods with Significant Unobservable Market Inputs (Level 3)		Impact of Netting(1)		Total Net Carrying Value in Consolidated Statement of Condition
Assets:
Trading account assets:
U.S. government securities	$	40	$	—	$	—			$	40
Non-U.S. government securities	—		239		—				239
Other	17		519		—				536
Total trading account assets	57		758		—				815
Available-for-sale investment securities:
U.S. Treasury and federal agencies:
Direct obligations	6,575		—		—				6,575
Mortgage-backed securities	—		14,305		—				14,305
Total U.S. Treasury and federal agencies	6,575		14,305		—				20,880
Asset-backed securities:
Student loans	—		314		—				314
Credit cards	—		90		—				90

Collateralized loan obligations	—		2,952		14				2,966
Non-agency CMBS and RMBS(2)	—		78		—				78
Total asset-backed securities	—		3,434		14				3,448
Non-U.S. debt securities:
Mortgage-backed securities	—		1,996		—				1,996
Asset-backed securities	—		2,291		—				2,291
Government securities	—		12,539		—				12,539
Other(3)	—		12,903		—				12,903
Total non-U.S. debt securities	—		29,729		—				29,729
State and political subdivisions	—		1,548		—				1,548

Other U.S. debt securities	—		3,443		—				3,443




Total available-for-sale investment securities	6,575		52,459		14				59,048
Other assets:
Derivative instruments:
Foreign exchange contracts	—		25,941		2		$	(20,140)	5,803
Interest rate contracts	1		—		—		—		1

Total derivative instruments	1		25,941		2		(20,140)		5,804
Other	—		525		—		—		525
Total assets carried at fair value	$	6,633	$	79,683	$	16	$	(20,140)	$	66,192
Liabilities:
Accrued expenses and other liabilities:
Trading account liabilities:


Other	$	4	$	—	$	—	$	—	$	4
Derivative instruments:
Foreign exchange contracts	1		25,925		1		(15,558)		10,369
Interest rate contracts	—		42		—		—		42
Other derivative contracts	—		157		—		—		157
Total derivative instruments	1		26,124		1		(15,558)		10,568

Total liabilities carried at fair value	$	5	$	26,124	$	1	$	(15,558)	$	10,572

(1) Represents counterparty netting against level 2 financial assets and liabilities where a legally enforceable master netting agreement exists between us and the counterparty. Netting also reflects asset and liability reductions of $5.87 billion and $1.29 billion, respectively, for cash collateral received from and provided to derivative counterparties.

(2) Consists entirely of non-agency CMBS.

(3) As of December 31, 2020, the fair value of other non-U.S. debt securities included $9.55 billion of supranational and non-U.S. agency bonds, $1.88 billion of corporate bonds and $0.47 billion of covered bonds.

State Street Corporation | 55

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following tables present activity related to our level 3 financial assets during the three months ended March 31, 2021 and 2020, respectively. Transfers into and out of level 3 are reported as of the beginning of the period presented. During the three months ended March 31, 2021, transfers into level 3 were primarily related to a U.S. corporate bond, for which fair value was measured using information obtained from third party sources, including non-binding broker/dealer quotes. During the three months ended March 31, 2021, transfers out of level 3 were mainly related to collateralized loan obligations, for which fair value was measured using prices based on observable market information. During the three months ended March 31, 2020, there were no transfers into or out of level 3.


	Fair Value Measurements Using Significant Unobservable Inputs
	Three Months Ended March 31, 2021
	Fair Value as of December 31, 2020		Total Realized and Unrealized Gains (Losses)				Purchases		Sales		Settlements		Transfers into Level 3		Transfers out of Level 3		Fair Value as of March 31, 2021(1)		Change in Unrealized Gains (Losses) Related to Financial Instruments Held as of March 31, 2021
(In millions)			Recorded in Revenue(1)		Recorded in Other Comprehensive Income(1)
Assets:
Available-for-sale Investment securities:


Asset-backed securities:
Collateralized loan obligations	$	14	$	—	$	—	$	106	$	—	$	—	$	—	$	(14)	$	106
Total asset-backed securities	14		—		—		106		—		—		—		(14)		106







Other U.S. debt securities			—		—		—		—		—		15		—		15
Total Available-for-sale investment securities	14		—		—		106		—		—		15		(14)		121
Other assets:
Derivative instruments:
Foreign exchange contracts	2		—		—		4		—		—		—		—		6		$	1


Total derivative instruments	2		—		—		4		—		—		—		—		6		1
Total assets carried at fair value	$	16	$	—	$	—	$	110	$	—	$	—	$	15	$	(14)	$	127	$	1

(1) Total realized and unrealized gains (losses) on AFS investment securities are included within gains (losses) related to investment securities, net. Total realized and unrealized gains (losses) on derivative instruments are included within foreign exchange trading services.


	Fair Value Measurements Using Significant Unobservable Inputs
	Three Months Ended March 31, 2020
	Fair Value as of December 31, 2019		Total Realized and Unrealized Gains (Losses)				Purchases		Sales		Settlements		Transfers into Level 3		Transfers out of Level 3		Fair Value as of March 31, 2020(1)		Change in Unrealized Gains (Losses) Related to Financial Instruments Held as of March 31, 2020
(In millions)			Recorded in Revenue(1)		Recorded in Other Comprehensive Income(1)
Assets:
Available-for-sale Investment securities:

Asset-backed securities:
Collateralized loan obligations	1,820		—		(83)		178		(42)		(32)		—		—		1,841		—

Total asset-backed securities	1,820		—		(83)		178		(42)		(32)		—		—		1,841		—
Non-U.S. debt securities:

Asset-backed securities	887		—		(65)		—		—		(2)		—		—		820		—

Other	45		—		(1)		—		—		—		—		—		44		—
Total non-U.S. debt securities	932		—		(66)		—		—		(2)		—		—		864		—



Total Available-for-sale investment securities	2,752		—		(149)		178		(42)		(34)		—		—		2,705		—
Other assets:
Derivative instruments:
Foreign exchange contracts	4		11		—		3		—		(1)		—		—		17		$	12
Total derivative instruments	4		11		—		3		—		(1)		—		—		17		12
Total assets carried at fair value	$	2,756	$	11	$	(149)	$	181	$	(42)	$	(35)	$	—	$	—	$	2,722	$	12

State Street Corporation | 56

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following table presents quantitative information, as of the dates indicated, about the valuation techniques and significant unobservable inputs used in the valuation of our level 3 financial assets and liabilities measured at fair value on a recurring basis for which we use internally-developed pricing models. The significant unobservable inputs for our level 3 financial assets and liabilities whose fair value is measured using pricing information from non-binding broker/dealer quotes are not included in the table, as the specific inputs applied are not provided by the broker/dealer.


	Quantitative Information about Level 3 Fair Value Measurements
	Fair Value						Range			Weighted-Average
(Dollars in millions)	As of March 31, 2021		As of December 31, 2020		Valuation Technique	Significant Unobservable Input(1)	As of March 31, 2021			As of March 31, 2021		As of December 31, 2020
Significant unobservable inputs readily available to State Street:
Assets:
Derivative Instruments, foreign exchange contracts	$	6	$	2	Option model	Volatility	4.2%	-	17.8%	7.3	%	7.9	%
Total	$	6	$	2
Liabilities:
Derivative instruments, foreign exchange contracts	$	—	$	1	Option model	Volatility	4.7%	-	7.4%	4.7	%	7.7	%
Total	$	—	$	1

(1) Significant changes in these unobservable inputs may result in significant changes in fair value measurement of the derivative instrument.

Fair Value Estimates

Estimates of fair value for financial instruments not carried at fair value in our consolidated statement of condition are generally subjective in nature, and are determined as of a specific point in time based on the characteristics of the financial instruments and relevant market information.

The following tables present the reported amounts and estimated fair values of the financial assets and liabilities not carried at fair value, as they would be categorized within the fair value hierarchy, as of the dates indicated:


					Fair Value Hierarchy
(In millions)	Reported Amount		Estimated Fair Value		Quoted Market Prices in Active Markets (Level 1)		Pricing Methods with Significant Observable Market Inputs (Level 2)		Pricing Methods with Significant Unobservable Market Inputs (Level 3)
March 31, 2021
Financial Assets:
Cash and due from banks	$	4,552	4,552		$	4,552	$	—	$	—
Interest-bearing deposits with banks	107,554		107,554		—		107,554		—
Securities purchased under resale agreements	5,238		5,238		—		5,238		—
HTM securities purchased under the MMLF program	201		201		—		201		—
Investment securities held-to-maturity	46,261		46,953		5,566		41,337		50
Net loans (1)	31,467		31,512		—		29,340		2,171
Other(2)	6,757		6,757		—		6,757		—
Financial Liabilities:
Deposits:
Non-interest-bearing	$	57,079	$	57,079	$	—	$	57,079	$	—
Interest-bearing - U.S.	108,372		108,372		—		108,372		—
Interest-bearing - non-U.S.	79,442		79,442		—		79,442		—
Securities sold under repurchase agreements	587		587		—		587		—
Short-term borrowings under the MMLF program	200		200		—		200		—
Other short-term borrowings	642		642		—		642		—

Long-term debt	13,836		13,904		—		13,801		103
Other(1)	6,757		6,757		—		6,757		—

(1) Includes $7 million of loans classified as held-for-sale that were measured at fair value in level 2 as of March 31, 2021.

(2) Represents a portion of underlying client assets related to our enhanced custody business, which clients have allowed us to transfer and re-pledge.

State Street Corporation | 57

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)


					Fair Value Hierarchy
(In millions)	Reported Amount		Estimated Fair Value		Quoted Market Prices in Active Markets (Level 1)		Pricing Methods with Significant Observable Market Inputs (Level 2)		Pricing Methods with Significant Unobservable Market Inputs (Level 3)
December 31, 2020
Financial Assets:
Cash and due from banks	$	3,467	$	3,467	$	3,467	$	—	$	—
Interest-bearing deposits with banks	116,960		116,960		—		116,960		—
Securities purchased under resale agreements	3,106		3,106		—		3,106		—
HTM securities purchased under the MMLF program	3,299		3,304		—		3,304		—
Investment securities held-to-maturity	48,929		50,003		6,115		43,888		—
Net loans	27,803		27,884		—		25,668		2,216
Other(1)	4,753		4,753		—		4,753		—
Financial Liabilities:
Deposits:
Non-interest-bearing	$	49,439	$	49,439	$	—	$	49,439	$	—
Interest-bearing - U.S.	102,331		102,331		—		102,331		—
Interest-bearing - non-U.S.	88,028		88,028		—		88,028		—
Securities sold under repurchase agreements	3,413		3,413		—		3,413		—
Short-term borrowings under the MMLF program	3,302		3,302		—		3,302		—
Other short-term borrowings	685		685		—		685		—
Long-term debt	13,805		14,162		—		14,049		113
Other(1)	4,753		4,753		—		4,753		—

(1) Represents a portion of underlying client assets related to our enhanced custody business, which clients have allowed us to transfer and re-pledge.

Note 3. Investment Securities

Investment securities held by us are classified as either trading account assets, AFS, HTM or equity securities held at fair value at the time of purchase and reassessed periodically, based on management’s intent. For additional information on our accounting for investment securities, refer to page 143 in Note 3 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

Trading assets are carried at fair value. Both realized and unrealized gains and losses on trading assets are recorded in foreign exchange trading services revenue in our consolidated statement of income. AFS securities are carried at fair value, with any allowance for credit losses recorded through the consolidated statement of income and after-tax net unrealized gains and losses are recorded in AOCI. Gains or losses realized on sales of AFS investment securities are computed using the specific identification method and are recorded in gains (losses) related to investment securities, net, in our consolidated statement of income.

Starting in the first quarter of 2020, we supported our clients' liquidity needs through the MMLF program, purchasing a total of $29 billion of investment securities under that program, $0.2 billion of which remain outstanding as of March 31, 2021.

HTM investment securities are carried at cost, adjusted for amortization of premiums and accretion of discounts, with any allowance for credit losses recorded through the consolidated statement of income. As of March 31, 2021, we recognized an allowance for credit losses on HTM investment securities of $2 million.

State Street Corporation | 58

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following table presents the amortized cost, fair value and associated unrealized gains and losses of AFS and HTM investment securities as of the dates indicated:


	March 31, 2021								December 31, 2020
	Amortized Cost		Gross Unrealized				Fair Value		Amortized Cost		Gross Unrealized				Fair Value
(In millions)			Gains		Losses						Gains		Losses
Available-for-sale:
U.S. Treasury and federal agencies:
Direct obligations	$	8,948	$	28	$	39	$	8,937	$	6,453	$	123	$	1	$	6,575
Mortgage-backed securities	14,181		326		82		14,425		13,891		421		7		14,305
Total U.S. Treasury and federal agencies	23,129		354		121		23,362		20,344		544		8		20,880
Asset-backed securities:
Student loans(1)	283		5		—		288		313		2		1		314
Credit cards	90		1		—		91		90		—		—		90

Collateralized loan obligations	3,770		6		1		3,775		2,969		3		6		2,966
Non-agency CMBS and RMBS(2)	70		1		—		71		76		2		—		78
Total asset-backed securities	4,213		13		1		4,225		3,448		7		7		3,448
Non-U.S. debt securities:
Mortgage-backed securities	2,021		11		—		2,032		1,994		4		2		1,996
Asset-backed securities	2,296		2		1		2,297		2,294		1		4		2,291
Government securities	9,773		138		1		9,910		12,337		202		—		12,539
Other(3)	13,679		111		81		13,709		12,729		177		3		12,903
Total non-U.S. debt securities	27,769		262		83		27,948		29,354		384		9		29,729
State and political subdivisions(4)	1,431		69		2		1,498		1,470		80		2		1,548

Other U.S. debt securities	3,437		51		9		3,479		3,371		72		—		3,443




Total available-for-sale securities(5)	$	59,979	$	749	$	216	$	60,512	$	57,987	$	1,087	$	26	$	59,048
Held-to-maturity:
U.S. Treasury and federal agencies:
Direct obligations	$	5,530	$	61	$	—	$	5,591	$	6,057	$	83	$	—	$	6,140
Mortgage-backed securities	34,930		629		322		35,237		36,901		955		67		37,789
Total U.S. Treasury and federal agencies	40,460		690		322		40,828		42,958		1,038		67		43,929
Asset-backed securities:
Student loans(1)	4,745		43		20		4,768		4,774		33		25		4,782
Non-agency CMBS and RMBS(6)	526		32		1		557		554		30		1		583



Total asset-backed securities	5,271		75		21		5,325		5,328		63		26		5,365
Non-U.S. debt securities:
Mortgage-backed securities	286		70		3		353		303		68		4		367

Government securities	246		—		—		246		342		—		—		342

Total non-U.S. debt securities	532		70		3		599		645		68		4		709


Total(5)(7)	46,263		835		346		46,752		48,931		1,169		97		50,003
HTM securities purchased under the MMLF program	201		—		—		201		3,300		4		—		3,304
Total held-to-maturity securities(5)	$	46,464	$	835	$	346	$	46,953	$	52,231	$	1,173	$	97	$	53,307

(1) Primarily comprised of securities guaranteed by the federal government with respect to at least 97% of defaulted principal and accrued interest on the underlying loans.

(2) Consists entirely of non-agency CMBS as of both March 31, 2021 and December 31, 2020.

(3) As of March 31, 2021 and December 31, 2020, the fair value of other non-U.S. debt securities included $10.13 billion and $9.55 billion, respectively, primarily of supranational and non-U.S. agency bonds, $1.90 billion and $1.88 billion, respectively, of corporate bonds and $0.43 billion and $0.47 billion, respectively, of covered bonds.

(4) As of both March 31, 2021 and December 31, 2020, the fair value of state and political subdivisions includes securities in trusts of $0.70 billion. Additional information about these trusts is provided in Note 11.

(5) An immaterial amount of accrued interest related to HTM and AFS investment securities was excluded from the amortized cost basis for the period ended March 31, 2021.

(6) As of March 31, 2021 and December 31, 2020, the total amortized cost included $446 million and $464 million, respectively, of non-agency CMBS and $80 million and $90 million of non-agency RMBS, respectively.

(7) As of March 31, 2021, we recognized an allowance for credit losses of $2 million on HTM investment securities.

State Street Corporation | 59

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Aggregate investment securities with carrying values of approximately $71.70 billion and $70.57 billion as of March 31, 2021 and December 31, 2020, respectively, were designated as pledged for public and trust deposits, short-term borrowings and for other purposes as provided by law.

The following tables present the aggregate fair values of AFS investment securities that have been in a continuous unrealized loss position for less than 12 months, and those that have been in a continuous unrealized loss position for 12 months or longer, as of the dates indicated:


	As of March 31, 2021
	Less than 12 months				12 months or longer				Total
(In millions)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
Available-for-sale:
U.S. Treasury and federal agencies:
Direct obligations	$	5,438	$	39	$	—	$	—	$	5,438	$	39
Mortgage-backed securities	3,753		82		11		—		3,764		82
Total U.S. Treasury and federal agencies	9,191		121		11		—		9,202		121
Asset-backed securities:



Collateralized loan obligations	985		—		234		1		1,219		1
Total asset-backed securities	985		—		234		1		1,219		1
Non-U.S. debt securities:

Asset-backed securities	231		—		895		1		1,126		1
Government securities	1,570		1		—		—		1,570		1
Other	4,618		81		71		—		4,689		81
Total non-U.S. debt securities	6,419		82		966		1		7,385		83
State and political subdivisions	60		—		46		2		106		2

Other U.S. debt securities	922		9		—		—		922		9


Total	$	17,577	$	212	$	1,257	$	4	$	18,834	$	216


	As of December 31, 2020
	Less than 12 months				12 months or longer				Total
(In millions)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
Available-for-sale:
U.S. Treasury and federal agencies:
Direct obligations	$	1,636	$	1	$	—	$	—	$	1,636	$	1
Mortgage-backed securities	1,394		7		63		—		1,457		7
Total U.S. Treasury and federal agencies	3,030		8		63		—		3,093		8
Asset-backed securities:
Student loans	31		—		197		1		228		1

Collateralized loan obligations	1,498		4		369		2		1,867		6

Total asset-backed securities	1,529		4		566		3		2,095		7
Non-U.S. debt securities:
Mortgage-backed securities	600		1		120		1		720		2
Asset-backed securities	1,015		3		446		1		1,461		4
Government securities	489		—		—		—		489		—
Other	715		3		80		—		795		3
Total non-U.S. debt securities	2,819		7		646		2		3,465		9
State and political subdivisions	95		—		76		2		171		2

Other U.S. debt securities	17		—		—		—		17		—

Total	$	7,490	$	19	$	1,351	$	7	$	8,841	$	26

State Street Corporation | 60

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following table presents the amortized cost and the fair value of contractual maturities of debt investment securities as of March 31, 2021. The maturities of certain ABS, MBS and collateralized mortgage obligations are based on expected principal payments. Actual maturities may differ from these expected maturities since certain borrowers have the right to prepay obligations with or without prepayment penalties.


	As of March 31, 2021
(In millions)	Under 1 Year				1 to 5 Years				6 to 10 Years				Over 10 Years				Total
	Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value		Amortized Cost		Fair Value
Available-for-sale:
U.S. Treasury and federal agencies:
Direct obligations	$	3,211	$	3,219	$	3,524	$	3,513	$	2,213	$	2,205	$	—	$	—	$	8,948	$	8,937
Mortgage-backed securities	109		114		795		808		3,808		3,830		9,469		9,673		14,181		14,425
Total U.S. Treasury and federal agencies	3,320		3,333		4,319		4,321		6,021		6,035		9,469		9,673		23,129		23,362
Asset-backed securities:
Student loans	123		127		54		53		—		—		106		108		283		288
Credit cards	—		—		—		—		90		91		—		—		90		91

Collateralized loan obligations	71		71		961		963		1,398		1,399		1,340		1,342		3,770		3,775
Non-agency CMBS and RMBS	—		—		—		—		—		—		70		71		70		71
Total asset-backed securities	194		198		1,015		1,016		1,488		1,490		1,516		1,521		4,213		4,225
Non-U.S. debt securities:
Mortgage-backed securities	276		277		576		578		49		50		1,120		1,127		2,021		2,032
Asset-backed securities	299		299		1,101		1,101		525		526		371		371		2,296		2,297
Government securities	2,526		2,527		6,736		6,866		453		458		58		59		9,773		9,910
Other	1,823		1,830		9,370		9,407		2,375		2,367		111		105		13,679		13,709
Total non-U.S. debt securities	4,924		4,933		17,783		17,952		3,402		3,401		1,660		1,662		27,769		27,948
State and political subdivisions	144		144		609		631		506		544		172		179		1,431		1,498

Other U.S. debt securities	590		594		2,786		2,820		61		65		—		—		3,437		3,479
Total	$	9,172	$	9,202	$	26,512	$	26,740	$	11,478	$	11,535	$	12,817	$	13,035	$	59,979	$	60,512
Held-to-maturity:
U.S. Treasury and federal agencies:
Direct obligations	$	4,405	$	4,444	$	1,104	$	1,126	$	1	$	1	$	20	$	20	$	5,530	$	5,591
Mortgage-backed securities	220		228		350		357		5,104		5,031		29,256		29,621		34,930		35,237
Total U.S. Treasury and federal agencies	4,625		4,672		1,454		1,483		5,105		5,032		29,276		29,641		40,460		40,828
Asset-backed securities:
Student loans	364		357		125		123		901		908		3,355		3,380		4,745		4,768
Non-agency CMBS and RMBS	135		147		253		255		2		2		136		153		526		557



Total asset-backed securities	499		504		378		378		903		910		3,491		3,533		5,271		5,325
Non-U.S. debt securities:
Mortgage-backed securities	84		81		22		22		—		—		180		250		286		353

Government securities	246		246		—		—		—		—		—		—		246		246

Total non-U.S. debt securities	330		327		22		22		—		—		180		250		532		599


Total	5,454		5,503		1,854		1,883		6,008		5,942		32,947		33,424		46,263		46,752
Held-to-maturity under money market mutual fund liquidity facility	201		201		—		—		—		—		—		—		201		201
Total held-to-maturity securities	$	5,655	$	5,704	$	1,854	$	1,883	$	6,008	$	5,942	$	32,947	$	33,424	$	46,464	$	46,953

State Street Corporation | 61

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CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Interest income related to debt securities is recognized in our consolidated statement of income using the effective interest method, or on a basis approximating a level rate of return over the contractual or estimated life of the security. The level rate of return considers any non-refundable fees or costs, as well as purchase premiums or discounts, adjusted as prepayments occur, resulting in amortization or accretion, accordingly.

Allowance for Credit Losses on Debt Securities and Impairment of AFS Securities

We conduct quarterly reviews of HTM and AFS securities on a collective (pool) basis when similar risk characteristics exist to determine whether an allowance for credit losses should be recognized. We review individual AFS securities periodically to assess if additional impairment is required. For additional information about the review of investment securities for expected credit losses or impairment, refer to pages 148 to 149 in Note 3 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

We monitor the credit quality of the HTM and AFS investment securities using a variety of methods, including both external and internal credit ratings. As of March 31, 2021, 99% of our HTM and AFS investment portfolio is publicly rated investment grade.

Our allowance for credit losses on our HTM securities is approximately $2 million as of March 31, 2021. In the first quarter of 2021, we recorded a $1 million reserve release and no charge-offs on HTM securities.

After a review of the investment portfolio, taking into consideration then-current economic conditions, adverse situations that might affect our ability to fully collect principal and interest, the timing of future payments, the credit quality and performance of the collateral underlying MBS and ABS and other relevant factors, management considers the aggregate decline in fair value of the investment securities portfolio and the resulting gross pre-tax unrealized losses of $562 million related to 664 securities as of March 31, 2021 to not be the result of any material changes in the credit characteristics of the securities.

Note 4. Loans and Allowance for Credit Losses

We segregate our loans into two segments: commercial and financial loans and commercial real estate loans. We further classify commercial and financial loans as fund finance loans, leveraged loans, overdrafts and other. These classifications reflect their risk characteristics, their initial measurement attributes and the methods we use to monitor and assess credit risk. For additional information on our loans, including our internal risk-rating system used to assess our risk of credit loss for each loan, refer to pages 149 to 154 in Note 4 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

The following table presents our recorded investment in loans, by segment, as of the dates indicated:


(In millions)	March 31, 2021		December 31, 2020
Domestic(1):
Commercial and financial:
Fund Finance(2)	$	11,054	11,531
Leveraged loans	3,103		2,923
Overdrafts	4,507		1,894
Other(3)	1,963		2,688
Commercial real estate	2,096		2,096

Total domestic	22,723		21,132
Foreign(1):
Commercial and financial:
Fund Finance(2)	4,768		4,432
Leveraged loans	1,109		1,242
Overdrafts	2,956		1,088
Other(3)	29		31




Total foreign	8,862		6,793
Total loans(2)	31,585		27,925
Allowance for credit losses	(118)		(122)
Loans, net of allowance	$	31,467	$	27,803

(1) Domestic and foreign categorization is based on the borrower’s country of domicile.

The commercial and financial segment is composed of primarily fund finance loans, purchased leveraged loans, overdrafts and other loans. Fund finance loans are composed of revolving credit lines providing liquidity and leverage to mutual fund and private equity fund clients.

Certain loans are pledged as collateral for access to the Federal Reserve's discount window. As of March 31, 2021 and December 31, 2020, the loans

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CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

pledged as collateral totaled $8.63 billion and $8.07 billion, respectively.

As of March 31, 2021 and December 31, 2020, we had no loans on non-accrual status.

We sold $42 million of leveraged loans in the first quarter of 2021 of which $7 million remained unsettled and was held for sale as of March 31, 2021.

In certain circumstances, we restructure troubled loans by granting concessions to borrowers experiencing financial difficulty. Once restructured, the loans are generally considered impaired until their maturity, regardless of whether the borrowers perform under the modified terms of the loans. There were no loans modified in troubled debt restructurings during the first quarter of 2021.

Allowance for Credit Losses

We recognize an allowance for credit losses in accordance with ASC 326 for financial assets held at amortized cost and off-balance sheet commitments. The allowance for credit losses is reviewed on a regular basis, and any provision for credit losses is recorded to reflect the amount necessary to maintain the allowance for expected credit losses at a level which represents what management does not expect to recover due to expected credit losses. For additional discussion on the allowance for credit losses for investment securities, please refer to Note 3, to the consolidated financial statements in this Form 10-Q.

When the allowance is recorded, a provision for credit loss expense is recognized in net income. The allowance for credit losses for financial assets (excluding investment securities, as discussed in Note 3) represents the portion of the amortized cost basis, including accrued interest for financial assets held at amortized cost, which management does not expect to recover due to expected credit losses and is presented on the statement of condition as an offset to the amortized cost basis. The accrued interest balance is presented separately on the statement of condition within accrued interest and fees receivable. The allowance for off-balance sheet commitments is presented within other liabilities.

The allowance for credit losses may be determined using various methods, including discounted cash flow methods, loss-rate methods, probability-of-default methods, and other quantitative or qualitative methods as determined by us. The method used to estimate expected credit losses may vary depending on the type of financial asset, our ability to predict the timing of cash flows, and the information available to us.

We measure expected credit losses of financial assets on a collective (pool) basis when similar risk characteristic exist. Each reporting period, we assess whether the assets in the pool continue to display similar risk characteristics.

For a financial asset that does not share risk characteristics with other assets, expected credit losses are measured as the difference between the discounted value of the expected future cash flows, utilizing the effective interest rate and the amortized cost basis of the asset. As of March 31, 2021, we had nine loans for $212 million in the commercial and financial segment that no longer met the similar risk characteristics of their collective pool. We recorded an allowance for credit losses of $20 million as of March 31, 2021 on these loans.

Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. In future periods, factors and forecasts then prevailing may result in significant changes in the allowance for credit losses in those future periods.

We estimate credit losses over the contractual life of the financial asset, while factoring in prepayment activity, where supported by data, over a three year reasonable and supportable forecast period. We utilize a baseline, upside and downside scenario which are applied based on a probability weighting, in order to better reflect management’s expectation of expected credit losses given existing market conditions and the changes in the economic environment. The multiple scenarios are based on a three year horizon (or less depending on contractual maturity) and then revert linearly over a two year period to a ten-year historical average thereafter. The contractual term excludes expected extensions, renewals and modifications, but includes prepayment assumptions where applicable.

As part of our allowance methodology, we establish qualitative reserves to address any risks inherent in our portfolio that are not addressed through our quantitative reserve assessment. These factors may relate to, among other things, legislation changes or new regulation, credit concentration, loan markets, scenario weighting and overall model limitations. The qualitative adjustments are applied to our portfolio of financial instruments under the existing governance structure and are inherently judgmental.

For additional information on the allowance for credit losses, refer to pages 150 to 151 in Note 4 to the consolidated financial statements included under item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

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CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Credit Quality

Credit quality for financial assets held at amortized cost are continuously monitored by management and is reflected within the allowance for credit losses.

We use an internal risk-rating system to assess our risk of credit loss for each loan. This risk-rating process incorporates the use of risk-rating tools in conjunction with management judgment. Qualitative and quantitative inputs are captured in a systematic manner, and following a formal review and approval process, an internal credit rating based on our credit scale is assigned.

When computing allowance levels, credit loss assumptions are estimated using a model that categorizes asset pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts about the future. Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. In future periods evaluations of the overall asset portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense in those future periods.

Credit quality is assessed and monitored by evaluating various attributes in order to enable the earliest possible detection of any concerns with the customer’s credit rating. The results of those evaluations are utilized in underwriting new loans and transactions with counterparties and in our process for estimation of expected credit losses.

In assessing the risk rating assigned to each individual loan, among the factors considered are the borrower's debt capacity, collateral coverage, payment history and delinquency experience, financial flexibility and earnings strength, the expected amounts and source of repayment, the level and nature of contingencies, if any, and the industry

and geography in which the borrower operates. These factors are based on an evaluation of historical and current information, and involve subjective assessment and interpretation. Credit counterparties are evaluated and risk-rated on an individual basis at least annually. Management considers the ratings to be current as of March 31, 2021.

Our internal risk rating methodology assigns risk ratings to counterparties ranging from Investment Grade, Speculative, Special Mention, Substandard, Doubtful and Loss.

•Investment Grade. Counterparties with strong credit quality and low expected credit risk and probability of default. Approximately 82% of our loans were rated as investment grade as of March 31, 2021 with external credit ratings, or equivalent, of "BBB-" or better.

•Speculative. Counterparties that have the ability to repay but face significant uncertainties, such as adverse business, financial circumstances that could affect credit risk or economic downturns. Loans to counterparties rated as speculative account for approximately 17% of our loans as of March 31, 2021, and are concentrated in leveraged loans. Approximately 86% of those leveraged loans have an external credit rating, or equivalent, of "BB" or "B" as of March 31, 2021.

•Special Mention. Counterparties with potential weaknesses that, if uncorrected, may result in deterioration of repayment prospects.

•Substandard. Counterparties with well-defined weakness that jeopardizes repayment with the possibility we will sustain some loss.

•Doubtful. Counterparties with well-defined weakness which make collection or liquidation in full highly questionable and improbable.

•Loss. Counterparties which are uncollectible or have little value.

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CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following tables present our recorded loans to counterparties by risk rating, as noted above, as of the dates indicated:


March 31, 2021	Commercial and Financial		Commercial Real Estate		Total Loans
(In millions)
Investment grade	$	24,147	$	1,675	$	25,822
Speculative	5,088		421		5,509
Special mention	111		—		111
Substandard	127		—		127
Doubtful	16		—		16

Total(1)	$	29,489	$	2,096	$	31,585


December 31, 2020	Commercial and Financial		Commercial Real Estate		Total Loans
(In millions)
Investment grade	$	20,859	$	1,724	$	22,583
Speculative	4,852		372		5,224
Special mention	67		—		67
Substandard	34		—		34
Doubtful	17		—		17
Total(1)	$	25,829	$	2,096	$	27,925

(1) Loans Include $7,463 million and $2,982 million of overdrafts as of March 31, 2021 and December 31, 2020 respectively. Overdrafts are short-term in nature and do not present a significant credit risk to us.

For additional information about credit quality, refer to pages 151 to 154 in Note 4 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

The following table presents the amortized cost basis, by year of origination and credit quality indicator as of March 31, 2021. For origination years before the fifth annual period, we present the aggregate amortized cost basis of loans. For purchased loans, the date of issuance is used to determine the year of origination, not the date of acquisition. For modified, extended or renewed lending arrangements, we evaluate whether a credit event has occurred which would consider the loan to be a new arrangement.


(In millions)	2021		2020		2019		2018		2017		Prior		Revolving Loans		Total(1)
Domestic loans:
Commercial and financial:
Risk Rating:
Investment grade	$	4,563	$	58	$	385	$	4	$	162	$	200	$	11,767	$	17,139
Speculative	346		438		822		721		556		42		349		3,274
Special mention	—		—		48		29		34		—		—		111
Substandard	—		—		48		26		—		29		—		103


Total commercial and financing	$	4,909	$	496	$	1,303	$	780	$	752	$	271	$	12,116	$	20,627

Commercial real estate:
Risk Rating:
Investment grade	$	—	$	129	$	383	$	689	$	277	$	197	$	—	$	1,675
Speculative	120		49		166		57		—		29		—		$	421




Total commercial real estate	$	120	$	178	$	549	$	746	$	277	$	226	$	—	$	2,096

Non-U.S. loans:
Commercial and financial:
Risk Rating:
Investment grade	$	2,275	$	—	$	—	$	—	$	—	$	—	$	4,733	$	7,008
Speculative	730		176		348		256		177		63		64		1,814

Substandard	—		—		—		24		—		—		—		24
Doubtful	—		—		—		—		16		—		—		16

Total commercial and financing	$	3,005	$	176	$	348	$	280	$	193	$	63	$	4,797	$	8,862











Total loans	$	8,034	$	850	$	2,200	$	1,806	$	1,222	$	560	$	16,913	$	31,585

(1) Any reserve associated with accrued interest is not material. As of March 31, 2021, accrued interest receivable of $105 million included in the amortized cost basis of loans has been excluded from the amortized cost basis within this table.

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CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

The following table presents the amortized cost basis, by year of origination and credit quality indicator as of December 31, 2020:


(In millions)	2020		2019		2018		2017		2016		Prior		Revolving Loans		Total(1)
Domestic loans:
Commercial and financial:
Risk Rating:
Investment grade	$	1,894	$	388	$	4	$	167	$	200	$	—	$	12,836	$	15,489
Speculative	432		942		822		610		43		—		597		3,446
Special mention	—		28		—		39		—		—		—		67
Substandard	—		5		—		—		29		—		—		34


Total commercial and financing	$	2,326	$	1,363	$	826	$	816	$	272	$	—	$	13,433	$	19,036

Commercial real estate:
Risk Rating:
Investment grade	$	178	$	383	$	688	$	277	$	197	$	—	$	—	$	1,723
Speculative	120		166		58		—		—		29		—		$	373




Total commercial real estate	$	298	$	549	$	746	$	277	$	197	$	29	$	—	$	2,096

Non-U.S. loans:
Commercial and financial:
Risk Rating:
Investment grade	$	1,028	$	—	$	—	$	—	$	—	$	—	$	4,343	$	5,371
Speculative	283		401		346		162		26		66		121		1,405


Doubtful	—		—		—		17		—		—		—		17

Total commercial and financing	$	1,311	$	401	$	346	$	179	$	26	$	66	$	4,464	$	6,793











Total loans	$	3,935	$	2,313	$	1,918	$	1,272	$	495	$	95	$	17,897	$	27,925

(1) Any reserve associated with accrued interest is not material. As of December 31, 2020, accrued interest receivable of $72 million included in the amortized cost basis of loans has been excluded from the amortized cost basis within this table.

The following table presents the activity in the allowance for credit losses by portfolio and class for the periods indicated:


	Three Months Ended March 31, 2021
	Commercial and Financial
(In millions)	Leveraged Loans		Other Loans(1)		Commercial Real Estate		Held-to-Maturity Securities		Off-Balance Sheet Commitments		All Other		Total
Allowance for credit losses:
Beginning balance	$	97	$	17	$	8	$	3	$	22	$	1	$	148
Charge-offs	—		—		—		—		—		—		—
Provision	(1)		(5)		6		(1)		(7)		(1)		(9)

Currency translation	(4)		—		—		—		—		—		(4)

Ending balance	$	92	$	12	$	14	$	2	$	15	$	—	$	135

(1) Includes $10 million allowance for credit losses on Fund Finance loans and $2 million on other loans.


	Three Months Ended March 31, 2020
	Commercial and Financial
(In millions)	Leveraged Loans		Other Loans		Commercial Real Estate		Held-to-Maturity Securities		Off-Balance Sheet Commitments		All Other		Total
Allowance for credit losses:
Beginning balance	$	61	$	10	$	2	$	—	$	19	$	1	$	93
Charge-offs	(5)		—		—		—		—		—		(5)
Provision	27		—		2		4		3		—		36



Ending balance	$	83	$	10	$	4	$	4	$	22	$	1	$	124

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CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Loans are reviewed on a regular basis, and any provisions for credit losses that are recorded reflect management's estimate of the amount necessary to maintain the allowance for loan losses at a level considered appropriate to absorb estimated credit losses in the loan portfolio. We reduced the allowance for credit losses by $13 million, principally through a $9 million reserve release in the provision for credit losses in the first quarter of 2021, versus an increase in the allowance for credit losses of $31 million principally through a $36 million provision for credit losses, in the first quarter of 2020. The reduction in the allowance reflects a shift in management’s economic outlook toward economic expansion and limited negative credit migration within our loan portfolio. Allowance estimates remain subject to continued model and economic uncertainty and management may use qualitative adjustments in the allowance estimates. If future data and forecasts deviate relative to the forecasts utilized to determine our allowance for credit losses as of March 31, 2021, or if credit risk migration is higher or lower than forecasted for reasons independent of the economic forecast, our allowance for credit losses will also change.

Note 5. Goodwill and Other Intangible Assets

The following table presents changes in the carrying amount of goodwill during the periods indicated:


(In millions)	Investment Servicing(1)		Investment Management		Total
Goodwill:







Ending balance December 31, 2019	$	7,289	$	267	$	7,556

Foreign currency translation	124		3		127
Ending balance December 31, 2020	7,413		270		7,683
Acquisitions(2)	3		—		3
Foreign currency translation	(56)		(1)		(57)
Ending balance March 31, 2021	$	7,360	$	269	$	7,629

(1) Investment Servicing includes our acquisition of CRD.

(2) On March 31, 2021, Investment Servicing includes our acquisition of the depositary bank and fund administrator activities of Fideuram Bank Luxembourg, a subsidiary of Intesa Sanpaolo, with a total purchase price of approximately EUR 220 million or approximately $258 million. We accounted for this acquisition of a going concern as a business combination and, in accordance with ASC Topic 805, Business Combinations, we have recorded assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The purchase price accounting reflected is provisional and is based upon estimates and assumptions that are subject to change within the measurement period (up to one year from the acquisition date pursuant to ASC 805). The measurement period remains open pending the completion of valuation procedures related to the acquired assets and assumed liabilities, primarily the identifiable intangible assets.

The following table presents changes in the net carrying amount of other intangible assets during the periods indicated:


(In millions)	Investment Servicing(1)		Investment Management		Total
Other intangible assets:





Ending balance December 31, 2019	$	1,908	$	122	$	2,030



Amortization	(206)		(28)		(234)
Foreign currency translation	31		—		31
Ending balance December 31, 2020	1,733		94		1,827
Acquisitions(2)	253		—		253
Amortization	(52)		(6)		(58)
Foreign currency translation	(15)		—		(15)
Ending balance March 31, 2021	$	1,919	$	88	$	2,007

(1) Investment Servicing includes our acquisition of CRD.

(2) On March 31, 2021, Investment Servicing includes our acquisition of the depositary bank and fund administrator activities, of Fideuram Bank Luxembourg, a subsidiary of Intesa Sanpaolo, for a total purchase price of approximately EUR 220 million or approximately $258 million. We accounted for this acquisition of a going concern as a business combination and, in accordance with ASC Topic 805, Business Combinations, we have recorded assets acquired and liabilities assumed at their respective fair values as of the acquisition date. The purchase price accounting reflected is provisional and is based upon estimates and assumptions that are subject to change within the measurement period (up to one year from the acquisition date pursuant to ASC 805). The measurement period remains open pending the completion of valuation procedures related to the acquired assets and assumed liabilities, primarily the identifiable intangible assets.

The following table presents the gross carrying amount, accumulated amortization and net carrying amount of other intangible assets by type as of the dates indicated:


March 31, 2021	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
(In millions)
Other intangible assets:
Client relationships	$	2,827	$	(1,387)	$	1,440
Technology	386		(115)		271
Core deposits	699		(429)		270
Other	104		(78)		26
Total	$	4,016	$	(2,009)	$	2,007

December 31, 2020	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
(In millions)
Other intangible assets:
Client relationships	$	2,704	$	(1,450)	$	1,254
Technology	393		(113)		280
Core deposits	690		(425)		265
Other	107		(79)		28
Total	$	3,894	$	(2,067)	$	1,827

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(UNAUDITED)

Note 6. Other Assets

The following table presents the components of other assets as of the dates indicated:


(In millions)	March 31, 2021		December 31, 2020
Securities borrowed(1)	$	24,773	$	18,330
Derivative instruments, net	8,170		5,804
Bank-owned life insurance	3,502		3,479
Investments in joint ventures and other unconsolidated entities	3,027		3,095
Collateral, net	1,639		2,713
Receivable for securities settlement	1,110		117
Right-of-use assets	632		720
Accounts receivable	468		379
Prepaid expenses	461		383
Income tax receivable	300		367
Deferred tax assets, net of valuation allowance(2)	221		233
Deposits with clearing organizations	58		58
Other	872		832
Total	$	45,233	$	36,510

(1) Refer to Note 8, for further information on the impact of collateral on our financial statement presentation of securities borrowing and securities lending transactions.

(2) Deferred tax assets and liabilities recorded in our consolidated statement of condition are netted within the same tax jurisdiction.

Note 7. Derivative Financial Instruments

We use derivative financial instruments to support our clients' needs and to manage our interest rate and currency risks. These financial instruments consist of FX contracts such as forwards, futures and options contracts; interest rate contracts such as interest rate swaps (cross currency and single currency) and futures; and other derivative contracts. Derivative instruments used for risk management purposes that are highly effective in offsetting the risk being hedged are generally designated as hedging instruments in hedge accounting relationships, while others are economic hedges and not designated in hedge accounting relationships. For additional information on our derivative financial instruments, including derivatives not designated as hedging instruments, refer to pages 158 to 159 in Note 10 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

Derivatives Designated as Hedging Instruments

For additional information on our derivatives designated as hedging instruments, including our risk management objectives and hedging documentation methodologies, refer to page 159 in Note 10 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

Fair Value Hedges

Derivatives designated as fair value hedges are utilized to mitigate the risk of changes in the fair values of recognized assets and liabilities, including long-term debt and AFS securities. We use interest rate contracts in this manner to manage our exposure to changes in the fair value of hedged items caused by changes in interest rates.

Changes in the fair value of the derivative and changes in fair value of the hedged item due to changes in the hedged risk are recognized in earnings in the same line item. If a hedge is terminated, but the hedged item was not derecognized, all remaining adjustments to the carrying amount of the hedged item are amortized over a period that is consistent with the amortization of other discounts or premiums associated with the hedged item.

Cash Flow Hedges

Derivatives designated as cash flow hedges are utilized to offset the variability of cash flows of recognized assets or liabilities or forecasted transactions. We have entered into FX contracts to hedge the change in cash flows attributable to FX movements in foreign currency denominated investment securities. Additionally, we have entered into interest rate swap agreements to hedge the forecasted cash flows associated with LIBOR indexed floating-rate loans. The interest rate swaps synthetically convert the loan interest receipts from a variable-rate to a fixed-rate, thereby mitigating the risk attributable to changes in the LIBOR benchmark rate.

Changes in fair value of the derivatives designated as cash flow hedges are initially recorded in AOCI and then reclassified into earnings in the same period or periods during which the hedged forecasted transaction affects earnings and are presented in the same income statement line item as the earnings effect of the hedged item. If the hedge relationship is terminated, the change in fair value on the derivative recorded in AOCI is reclassified into earnings consistent with the timing of the hedged item. For hedge relationships that are discontinued because a forecasted transaction is not expected to occur according to the original hedge terms, any related derivative values recorded in AOCI are immediately recognized in earnings.

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(UNAUDITED)

Net Investment Hedges

Derivatives categorized as net investment hedges are entered into to protect the net investment in our foreign operations against adverse changes in exchange rates. We use FX forward contracts to convert the foreign currency risk to U.S. dollars to mitigate our exposure to fluctuations in FX rates. The changes in fair value of the FX forward contracts are recorded, net of taxes, in the foreign currency translation component of OCI.

The following table presents the aggregate contractual, or notional, amounts of derivative financial instruments, including those entered into for trading and asset-and-liability management activities as of the dates indicated:


(In millions)	March 31, 2021		December 31, 2020
Derivatives not designated as hedging instruments:
Interest rate contracts:



Futures	$	3,238	$	2,842
Foreign exchange contracts:
Forward, swap and spot	2,735,180		2,640,989
Options purchased	1,333		946
Options written	380		661
Futures	2,639		1,980






Other:
Stable value contracts(1)	32,654		32,359
Deferred value awards(2)	443		332
Derivatives designated as hedging instruments:
Interest rate contracts:
Swap agreements	7,459		7,449
Foreign exchange contracts:
Forward and swap	6,055		5,221

(1) The notional value of the stable value contracts represents our maximum exposure. However, exposure to various stable value contracts is generally contractually limited to substantially lower amounts than the notional values.

(2) Represents grants of deferred value awards to employees; refer to pages 158 to 159 in Note 10 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

Notional amounts are provided here as an indication of the volume of our derivative activity and serve as a reference to calculate the fair values of the derivative.

The following tables present the fair value of derivative financial instruments, excluding the impact of master netting agreements, recorded in our consolidated statement of condition as of the dates indicated. The impact of master netting agreements is provided in Note 8.


	Derivative Assets(1)				Derivative Liabilities(2)
(In millions)	March 31, 2021		December 31, 2020		March 31, 2021		December 31, 2020
Derivatives not designated as hedging instruments:
Foreign exchange contracts	$	21,776	$	25,939	$	22,044	$	25,811


Other derivative contracts	—		—		181		157
Total	$	21,776	$	25,939	$	22,225	$	25,968

Derivatives designated as hedging instruments:
Foreign exchange contracts	$	122	$	4	$	1	$	116
Interest rate contracts	1		1		35		42
Total	$	123	$	5	$	36	$	158

(1) Derivative assets are included within other assets in our consolidated statement of condition.

(2) Derivative liabilities are included within other liabilities in our consolidated statement of condition.

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The following tables present the impact of our use of derivative financial instruments on our consolidated statement of income for the periods indicated:


	Location of Gain (Loss) on Derivative in Consolidated Statement of Income	Amount of Gain (Loss) on Derivative Recognized in Consolidated Statement of Income
		Three Months Ended March 31,
(In millions)		2021		2020

Derivatives not designated as hedging instruments:
Foreign exchange contracts	Foreign exchange trading services revenue	$	242	$	333

Foreign exchange contracts	Interest expense	21		2
Interest rate contracts	Foreign exchange trading services revenue	—		3





Other derivative contracts	Compensation and employee benefits	(79)		(67)
Total		$	184	$	271

The following table shows the carrying amount and associated cumulative basis adjustments related to the application of hedge accounting that is included in the carrying amount of hedged assets and liabilities in fair value hedging relationships:


	March 31, 2021
			Cumulative Fair Value Hedging Adjustment Increasing (Decreasing) the carrying amount
(In millions)	Carrying Amount of Hedged Assets/Liabilities		Active		De-designated(1)
Long-term debt	$	9,771	$	—	$	636
Available-for-sale securities	2,814		(8)		37

	December 31, 2020
			Cumulative Fair Value Hedging Adjustment Increasing (Decreasing) the carrying amount
(In millions)	Carrying Amount of Hedged Assets/Liabilities		Active		De-designated(1)
Long-term debt	$	10,519	$	3	$	688
Available-for-sale securities	2,330		2		43

(1) Represents hedged items no longer designated in qualifying fair value hedging relationships for which an associated basis adjustment exists at the balance sheet date.

As of March 31, 2021 and December 31, 2020, the total notional amount of the interest rate swaps of fair value hedges was $2.61 billion and $2.60 billion, respectively.

The following tables present the impact of our use of derivative financial instruments on our consolidated statement of income for the periods indicated:


		Three Months Ended March 31,						Three Months Ended March 31,
		2021		2020					2021		2020
(In millions)	Location of Gain (Loss) on Derivative in Consolidated Statement of Income	Amount of Gain (Loss) on Derivative Recognized in Consolidated Statement of Income				Hedged Item in Fair Value Hedging Relationship	Location of Gain (Loss) on Hedged Item in Consolidated Statement of Income	Amount of Gain (Loss) on Hedged Item Recognized in Consolidated Statement of Income
Derivatives designated as fair value hedges:


Interest rate contracts	Net interest income	$	16	$	(11)		Available-for-sale securities(1)	Net interest income	$	(16)	$	10
Interest rate contracts	Net interest income	(12)		547			Long-term debt	Net interest income	11		(535)


Total		$	4	$	536				$	(5)	$	(525)

(1) In the first quarter of 2021, approximately $12 million of net unrealized gains on AFS investment securities designated in fair value hedges was recognized in OCI compared to $7 million of net unrealized losses in the same period in 2020.

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	Three Months Ended March 31,					Three Months Ended March 31,
	2021		2020			Location of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income	2021		2020
(In millions)	Amount of Gain or (Loss) Recognized in Other Comprehensive Income on Derivative				Amount of Gain or (Loss) Reclassified from Accumulated Other Comprehensive Income into Income
Derivatives designated as cash flow hedges:
Interest rate contracts(1)	$	(16)	$	158		Net interest income	$	18	$	—
Foreign exchange contracts	36		10			Net interest income	3		7
Total derivatives designated as cash flow hedges	$	20	$	168			$	21	$	7

Derivatives designated as net investment hedges:
Foreign exchange contracts	$	135	$	108		Gains (Losses) related to investment securities, net	$	—	$	—
Total derivatives designated as net investment hedges	135		108				—		—
Total	$	155	$	276			$	21	$	7

(1) As of March 31, 2021, the maximum maturity date of the underlying hedged items is approximately 3.4 years.

Derivatives Netting and Credit Contingencies

Netting

Derivatives receivable and payable as well as cash collateral from the same counterparty are netted in the consolidated statement of condition for those counterparties with whom we have legally binding master netting agreements in place. In addition to cash collateral received and transferred presented on a net basis, we also receive and transfer collateral in the form of securities, which mitigate credit risk but are not eligible for netting. Additional information on netting is provided in Note 8.

Credit Contingencies

Certain of our derivatives are subject to master netting agreements with our derivative counterparties containing credit risk-related contingent features, which requires us to maintain an investment grade credit rating with the various credit rating agencies. If our rating falls below investment grade, we would be in violation of the provisions, and counterparties to the derivatives could request immediate payment or demand full overnight collateralization on derivatives instruments in net liability positions. The aggregate fair value of all derivatives with credit contingent features and in a liability position as of March 31, 2021 totaled approximately $5.15 billion, against which we provided $3.66 billion of collateral in the normal course of business. If our credit related contingent features underlying these agreements were triggered as of March 31, 2021, the maximum additional collateral we would be required to post to our counterparties is approximately $1.49 billion.

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Note 8. Offsetting Arrangements

For additional information on our offsetting arrangements, refer to page 163 in Note 11 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

As of March 31, 2021 and December 31, 2020, the value of securities received as collateral from third parties where we are permitted to transfer or re-pledge the securities totaled $9.94 billion and $6.48 billion, respectively, and the fair value of the portion that had been transferred or re-pledged as of the same dates was $2.89 billion and $3.88 billion, respectively.

The following tables present information about the offsetting of assets related to derivative contracts and secured financing transactions, as of the dates indicated:


Assets:	March 31, 2021
	Gross Amounts of Recognized Assets(1)(2)		Gross Amounts Offset in Statement of Condition(3)		Net Amounts of Assets Presented in Statement of Condition		Gross Amounts Not Offset in Statement of Condition
(In millions)							Cash and Securities Received(4)		Net Amount(5)
Derivatives:
Foreign exchange contracts	$	21,898	$	(11,923)	$	9,975	$	—	$	9,975
Interest rate contracts(6)	1		(1)		—		—		—



Cash collateral and securities netting	NA		(1,805)		(1,805)		(1,174)		(2,979)
Total derivatives	21,899		(13,729)		8,170		(1,174)		6,996
Other financial instruments:


Resale agreements and securities borrowing(7)(8)	144,230		(114,219)		30,011		(29,672)		339
Total derivatives and other financial instruments	$	166,129	$	(127,948)	$	38,181	$	(30,846)	$	7,335


Assets:	December 31, 2020
	Gross Amounts of Recognized Assets(1)(2)		Gross Amounts Offset in Statement of Condition(3)		Net Amounts of Assets Presented in Statement of Condition		Gross Amounts Not Offset in Statement of Condition
(In millions)							Cash and Securities Received(4)		Net Amount(5)
Derivatives:
Foreign exchange contracts	$	25,943	$	(14,271)	$	11,672	$	—	$	11,672
Interest rate contracts(6)	1		—		1		—		1



Cash collateral and securities netting	NA		(5,869)		(5,869)		(1,105)		(6,974)
Total derivatives	25,944		(20,140)		5,804		(1,105)		4,699
Other financial instruments:
Resale agreements and securities borrowing(7)(8)	174,461		(153,025)		21,436		(20,568)		868
Total derivatives and other financial instruments	$	200,405	$	(173,165)	$	27,240	$	(21,673)	$	5,567

(1) Amounts include all transactions regardless of whether or not they are subject to an enforceable netting arrangement.

(2) Refer to Note 1 and Note 2 for additional information about the measurement basis of derivative instruments.

(3) Amounts subject to netting arrangements which have been determined to be legally enforceable and eligible for netting in the consolidated statement of condition.

(4) Includes securities in connection with our securities borrowing transactions.

(5) Includes amounts secured by collateral not determined to be subject to enforceable netting arrangements.

(6) Variation margin payments presented as settlements rather than collateral.

(7) Included in the $30.01 billion as of March 31, 2021 were $5.24 billion of resale agreements and $24.77 billion of collateral provided related to securities borrowing. Included in the $21.44 billion as of December 31, 2020 were $3.11 billion of resale agreements and $18.33 billion of collateral provided related to securities borrowing. Resale agreements and collateral provided related to securities borrowing were recorded in securities purchased under resale agreements and other assets, respectively, in our consolidated statement of condition. Refer to Note 9 for additional information with respect to principal securities finance transactions.

(8) Offsetting of resale agreements primarily relates to our involvement in FICC, where we settle transactions on a net basis for payment and delivery through the Fedwire system.

NA Not applicable

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The following tables present information about the offsetting of liabilities related to derivative contracts and secured financing transactions, as of the dates indicated:


Liabilities:	March 31, 2021
	Gross Amounts of Recognized Liabilities(1)(2)		Gross Amounts Offset in Statement of Condition(3)		Net Amounts of Liabilities Presented in Statement of Condition		Gross Amounts Not Offset in Statement of Condition
(In millions)							Cash and Securities Received(4)		Net Amount(5)
Derivatives:
Foreign exchange contracts	$	22,045	$	(11,923)	$	10,122	$	—	$	10,122
Interest rate contracts(6)	35		(1)		34		—		34
Other derivative contracts	181		—		181		—		181
Cash collateral and securities netting	NA		(3,610)		(3,610)		(1,652)		(5,262)
Total derivatives	22,261		(15,534)		6,727		(1,652)		5,075
Other financial instruments:


Repurchase agreements and securities lending(7)(8)	128,605		(114,220)		14,385		(13,815)		570
Total derivatives and other financial instruments	$	150,866	$	(129,754)	$	21,112	$	(15,467)	$	5,645


Liabilities:	December 31, 2020
	Gross Amounts of Recognized Liabilities(1)(2)		Gross Amounts Offset in Statement of Condition(3)		Net Amounts of Liabilities Presented in Statement of Condition		Gross Amounts Not Offset in Statement of Condition
(In millions)							Cash and Securities Received(4)		Net Amount(5)
Derivatives:
Foreign exchange contracts	$	25,927	$	(14,271)	$	11,656	$	—	$	11,656
Interest rate contracts(6)	42		—		42		—		42
Other derivative contracts	157		—		157		—		157
Cash collateral and securities netting	NA		(1,287)		(1,287)		(1,732)		(3,019)
Total derivatives	26,126		(15,558)		10,568		(1,732)		8,836
Other financial instruments:
Repurchase agreements and securities lending(7)(8)	165,793		(153,025)		12,768		(12,448)		320
Total derivatives and other financial instruments	$	191,919	$	(168,583)	$	23,336	$	(14,180)	$	9,156

(1) Amounts include all transactions regardless of whether or not they are subject to an enforceable netting arrangement.

(2) Refer to Note 1 and Note 2 for additional information about the measurement basis of derivative instruments.

(3) Amounts subject to netting arrangements which have been determined to be legally enforceable and eligible for netting in the consolidated statement of condition.

(4) Includes securities provided in connection with our securities lending transactions.

(5) Includes amounts secured by collateral not determined to be subject to enforceable netting arrangements.

(6) Variation margin payments presented as settlements rather than collateral.

(7) Included in the $14.39 billion as of March 31, 2021 were $0.59 billion of repurchase agreements and $13.80 billion of collateral received related to securities lending transactions. Included in the $12.77 billion as of December 31, 2020 were $3.41 billion of repurchase agreements and $9.36 billion of collateral received related to securities lending transactions. Repurchase agreements and collateral received related to securities lending were recorded in securities sold under repurchase agreements and accrued expenses and other liabilities, respectively, in our consolidated statement of condition. Refer to Note 9 for additional information with respect to principal securities finance transactions.

(8) Offsetting of repurchase agreements primarily relates to our involvement in FICC, where we settle transactions on a net basis for payment and delivery through the Fedwire system.

NA Not applicable

The securities transferred under resale and repurchase agreements typically are U.S. Treasury, agency and agency MBS. In our principal securities borrowing and lending arrangements, the securities transferred are predominantly equity securities and some corporate debt securities. The fair value of the securities transferred may increase in value to an amount greater than the amount received under our repurchase and securities lending arrangements, which exposes us to counterparty risk. We require the review of the price of the underlying securities in relation to the carrying value of the repurchase agreements and securities lending arrangements on a daily basis and when appropriate, adjust the cash or security to be obtained or returned to counterparties that is reflective of the required collateral levels.

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The following table summarizes our repurchase agreements and securities lending transactions by category of collateral pledged and remaining maturity of these agreements as of the periods indicated:




	As of March 31, 2021								As of December 31, 2020
(In millions)	Overnight and Continuous		Up to 30 Days		Greater than 90 Days		Total		Overnight and Continuous		Up to 30 Days		Greater than 90 Days		Total
Repurchase agreements:
U.S. Treasury and agency securities	$	110,960	$	—	$	—	$	110,960	$	152,140	$	—	$	—	$	152,140
Total	110,960		—		—		110,960		152,140		—		—		152,140
Securities lending transactions:
US Treasury and agency securities	2		—		—		2		—		—		—		—
Corporate debt securities	96		—		—		96		110		—		—		110
Equity securities	9,308		38		1,444		10,790		7,578		56		1,156		8,790
Other(1)	6,757		—		—		6,757		4,753		—		—		4,753
Total	16,163		38		1,444		17,645		12,441		56		1,156		13,653
Gross amount of recognized liabilities for repurchase agreements and securities lending	$	127,123	$	38	$	1,444	$	128,605	$	164,581	$	56	$	1,156	$	165,793

(1) Represents a security interest in underlying client assets related to our enhanced custody business, which assets clients have allowed us to transfer and re-pledge.

Note 9. Commitments and Guarantees

For additional information on our commitments and guarantees, refer to page 166 in Note 12 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

The following table presents the aggregate gross contractual amounts of our off-balance sheet commitments and off-balance sheet guarantees as of the dates indicated:


(In millions)	March 31, 2021		December 31, 2020
Commitments:
Unfunded credit facilities	$	34,114	$	34,213
Guarantees(1):
Indemnified securities financing	$	436,039	$	440,875
Standby letters of credit	3,502		3,330

(1) The potential losses associated with these guarantees equal the gross contractual amounts and do not consider the value of any collateral or reflect any participations to independent third parties.

As of March 31, 2021, approximately 72% of our unfunded commitments to extend credit expire within one year, compared to approximately 73% as of December 31, 2020.

Indemnified Securities Financing

For additional information on our indemnified securities financing, refer to page 166 in Note 12 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

The following table summarizes the aggregate fair values of indemnified securities financing and related collateral, as well as collateral invested in indemnified repurchase agreements, as of the dates indicated:


(In millions)	March 31, 2021		December 31, 2020
Fair value of indemnified securities financing	$	436,039	$	440,875
Fair value of cash and securities held by us, as agent, as collateral for indemnified securities financing	457,367		463,273
Fair value of collateral for indemnified securities financing invested in indemnified repurchase agreements	59,308		54,432
Fair value of cash and securities held by us or our agents as collateral for investments in indemnified repurchase agreements	64,146		58,092

In certain cases, we participate in securities finance transactions as a principal. As a principal, we borrow securities from the lending client and then lend such securities to the subsequent borrower, either our client or a broker/dealer. Our right to receive and obligation to return collateral in connection with our securities lending transactions are recorded in other assets and other liabilities, respectively, in our consolidated statement of condition. As of March 31, 2021 and December 31, 2020, we had approximately $24.77 billion and $18.33 billion, respectively, of collateral provided and approximately $13.80 billion and $9.36 billion, respectively, of collateral received from clients in connection with our participation in principal securities finance transactions.

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FICC Guarantee

As a sponsoring member in the FICC member program, we provide a guarantee to FICC in the event a customer fails to perform its obligations under a transaction. In order to minimize the risk associated with this guarantee, sponsored members acting as buyers generally grant a security interest in the subject securities received under and held on their behalf by State Street. For additional information on our repurchase and reverse repurchase agreements, please refer to Note 8 to the consolidated financial statements in this Form 10-Q.

Note 10. Contingencies

Legal and Regulatory Matters

In the ordinary course of business, we and our subsidiaries are involved in disputes, litigation, and governmental or regulatory inquiries and investigations, both pending and threatened. These matters, if resolved adversely against us or settled, may result in monetary awards or payments, fines and penalties or require changes in our business practices. The resolution or settlement of these matters is inherently difficult to predict. Based on our assessment of these pending matters, we do not believe that the amount of any judgment, settlement or other action arising from any pending matter is likely to have a material adverse effect on our consolidated financial condition. However, an adverse outcome or development in certain of the matters described below could have a material adverse effect on our consolidated results of operations for the period in which such matter is resolved, or an accrual is determined to be required, on our consolidated financial condition, or on our reputation.

We evaluate our needs for accruals of loss contingencies related to legal and regulatory proceedings on a case-by-case basis. When we have a liability that we deem probable, and we deem the amount of such liability can be reasonably estimated as of the date of our consolidated financial statements, we accrue our estimate of the amount of loss. We also consider a loss probable and establish an accrual when we make, or intend to make, an offer of settlement. Once established, an accrual is subject to subsequent adjustment as a result of additional information. The resolution of legal and regulatory proceedings and the amount of reasonably estimable loss (or range thereof) are inherently difficult to predict, especially in the early stages of proceedings. Even if a loss is probable, an amount (or range) of loss might not be reasonably estimated until the later stages of the proceeding due to many factors such as the presence of complex or novel legal theories, the discretion of governmental authorities in seeking sanctions or negotiating resolutions in civil and criminal matters, the pace and timing of discovery

and other assessments of facts and the procedural posture of the matter (collectively, "factors influencing reasonable estimates").

As of March 31, 2021, our aggregate accruals for loss contingencies for legal, regulatory and related matters totaled approximately $146 million, including potential fines by government agencies and civil litigation with respect to the matters specifically discussed below. To the extent that we have established accruals in our consolidated statement of condition for probable loss contingencies, such accruals may not be sufficient to cover our ultimate financial exposure associated with any settlements or judgments. Any such ultimate financial exposure, or proceedings to which we may become subject in the future, could have a material adverse effect on our businesses, on our future consolidated financial statements or on our reputation.

As of March 31, 2021, for those matters for which we have accrued probable loss contingencies (including the Invoicing Matter described below) and for other matters for which loss is reasonably possible (but not probable) in future periods, and for which we are able to estimate a range of reasonably possible loss, our estimate of the aggregate reasonably possible loss (in excess of any accrued amounts) ranges up to approximately $40 million. Our estimate with respect to the aggregate reasonably possible loss is based upon currently available information and is subject to significant judgment and a variety of assumptions and known and unknown uncertainties, which may change quickly and significantly from time to time, particularly if and as we engage with applicable governmental agencies or plaintiffs in connection with a proceeding. Also, the matters underlying the reasonably possible loss will change from time to time. As a result, actual results may vary significantly from the current estimate.

In certain pending matters, it is not currently feasible to reasonably estimate the amount or a range of reasonably possible loss, and such losses, which may be significant, are not included in the estimate of reasonably possible loss discussed above. This is due to, among other factors, the factors influencing reasonable estimates described above. An adverse outcome in one or more of the matters for which we have not estimated the amount or a range of reasonably possible loss, individually or in the aggregate, could have a material adverse effect on our businesses, on our future consolidated financial statements or on our reputation. Given that our actual losses from any legal or regulatory proceeding for which we have provided an estimate of the reasonably possible loss could significantly exceed such estimate, and given that we cannot estimate reasonably possible loss for all legal and

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regulatory proceedings as to which we may be subject now or in the future, no conclusion as to our ultimate exposure from current pending or potential legal or regulatory proceedings should be drawn from the current estimate of reasonably possible loss.

The following discussion provides information with respect to significant legal, governmental and regulatory matters.

Invoicing Matter

In 2015, we determined that we had incorrectly invoiced clients for certain expenses. We have reimbursed most of our affected customers for those expenses, and we have implemented enhancements to our billing processes. In connection with our enhancements to our billing processes, we continue to review historical billing practices and may from time to time identify additional remediation. In 2017, we identified an additional area of incorrect expense billing associated with mailing services in our retirement services business. We currently expect the cumulative total of our payments to customers for these invoicing errors, including the error in the retirement services business, to be at least $370 million, all of which has been paid or is accrued. However, we may identify additional remediation costs.

In March 2017, a purported class action was commenced against us alleging that our invoicing practices violated duties owed to retirement plan customers under the Employee Retirement Income Security Act. In addition, we have received a purported class action demand letter alleging that our invoicing practices were unfair and deceptive under Massachusetts law. A class of customers, or particular customers, may assert that we have not paid to them all amounts incorrectly invoiced, and may seek double or treble damages under Massachusetts law.

We are also cooperating with investigations by governmental and regulatory authorities on these matters, including the civil and criminal divisions of the DOJ and the DOL, which reviews could result in significant fines or other sanctions, civil and criminal, against us. In June 2019, we reached an agreement with the SEC to settle its claims that we violated the recordkeeping provisions of Section 34(b) of the Investment Company Act of 1940 and caused violations of Section 31(a) of the Investment Company Act and Rules 31a-1(a) and 31a-1(b) thereunder in connection with our overcharges of customers which are registered investment companies. In reaching this settlement, we neither admitted nor denied the claims contained in the SEC’s order, and agreed to pay a civil monetary penalty of $40 million. Also in June 2019, we reached an agreement with the Massachusetts Attorney

General’s office to resolve its claims related to this matter. In reaching this settlement, we neither admitted nor denied the claims in the order, and agreed to pay a civil monetary penalty of $5.5 million. The costs associated with these settlements were within our related previously established accruals for loss contingencies. The SEC and Massachusetts Attorney General’s office settlements both recognize that the payment of $48.8 million in disgorgement and interest is satisfied by our direct reimbursements of our customers.

In January 2020, the DOJ outlined a framework for a possible resolution of their review. We are discussing the terms of a potential settlement of this matter with the DOJ. Separately, we have inquired of the DOL as to the status of their review but have not entered into settlement discussions with the DOL. There can be no assurance that any settlement with the DOJ or DOL will be reached on financial or other terms acceptable to us or at all. The aggregate amount of penalties that may potentially be imposed upon us in connection with the resolution of all outstanding investigations into our historical billing practices is not currently known. We have established a legal accrual with respect to the pending governmental investigations and civil litigation with respect to this matter, however, our ultimate liability with respect to this matter might be significantly in excess of our current accrual. Government authorities have significant discretion in criminal and civil matters as to the fines and other penalties they may seek to impose. Any resolution of the DOJ and DOL claims may involve penalties that could be a significant percentage, or a multiple of, all or a portion of the overcharge. The severity of such fines or penalties could take into account factors such as the amount or duration of our incorrect invoicing and the government’s or regulators’ assessment of the conduct of our employees, as well as prior conduct such as that which resulted in our January 2017 deferred prosecution agreement and settlement of civil claims regarding our indirect FX business.

The outcome of any of these proceedings and, in particular, any criminal sanction could materially adversely affect our results of operations and could have significant additional consequences for our business and reputation.

Shareholder Litigation

A shareholder of ours has filed a derivative complaint against the Company’s past and present officers and directors to recover alleged losses incurred by the Company relating to the invoicing matter and to the Ohio public retirement plans matter.

Income Taxes

In determining our provision for income taxes, we make certain judgments and interpretations with

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respect to tax laws in jurisdictions in which we have business operations. Because of the complex nature of these laws, in the normal course of our business, we are subject to challenges from U.S. and non-U.S. income tax authorities regarding the amount of income taxes due. These challenges may result in adjustments to the timing or amount of taxable income or deductions or the allocation of taxable income among tax jurisdictions. We recognize a tax benefit when it is more likely than not that our position will result in a tax deduction or credit. Unrecognized tax benefits of approximately $310 million as of March 31, 2021 increased from $308 million as of December 31, 2020.

We are presently under audit by a number of tax authorities, and the Internal Revenue Service is currently reviewing our U.S. income tax returns, including amended returns, for tax years 2014-2018. The earliest tax year open to examination in jurisdictions where we have material operations is 2013. Management believes that we have sufficiently accrued liabilities as of March 31, 2021 for potential tax exposures.

Note 11. Variable Interest Entities

For additional information on our variable interest entities (VIEs), refer to pages 169 to 170 in Note 14 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, "Variable Interest Entities", in our 2020 Form 10-K.

Tax-Exempt Investment Program

In the normal course of our business, we structure and sell certificated interests in pools of tax-exempt investment grade assets, principally to our mutual fund clients. We structure these pools as partnership trusts, and the assets and liabilities of the trusts are recorded in our consolidated statement of condition as AFS investment securities and other short-term borrowings. As of March 31, 2021 and December 31, 2020, we carried AFS investment

securities, composed of securities related to state and political subdivisions, with a fair value of $0.70 billion and $0.70 billion, respectively, and other short-term borrowings of $0.61 billion and $0.62 billion, respectively, in our consolidated statement of condition in connection with these trusts. The interest income and interest expense generated by the investments and certificated interests, respectively, are recorded as components of NII when earned or incurred.

The trusts had a weighted-average life of approximately 2.4 years as of March 31, 2021, compared to approximately 2.7 years as of December 31, 2020.

Interests in Investment Funds

As of March 31, 2021, the aggregate assets and liabilities of our consolidated sponsored investment funds totaled $13 million and $0 million, respectively. As of December 31, 2020, the aggregate assets and liabilities of our consolidated sponsored investment funds totaled $17 million and $4 million, respectively. As of both March 31, 2021 and December 31, 2020, our maximum total exposure associated with the consolidated sponsored investment funds totaled $13 million, and represented the value of our economic ownership interest in the funds.

As of March 31, 2021 and December 31, 2020, we managed certain funds, considered VIEs, in which we held a variable interest but for which we were not deemed to be the primary beneficiary. Our potential maximum loss exposure related to these unconsolidated funds totaled $22 million as of both March 31, 2021 and December 31, 2020, and represented the carrying value of our investments, which are recorded in other assets in our consolidated statement of condition. The amount of loss we may recognize during any period is limited to the carrying amount of our investments in the unconsolidated funds.

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Note 12. Shareholders' Equity

Preferred Stock

The following table summarizes selected terms of each of the series of the preferred stock issued and outstanding as of March 31, 2021:

Preferred Stock(2):

Issuance Date

Depositary Shares Issued

Amount outstanding (in millions)

Ownership Interest Per Depositary Share

Liquidation Preference Per Share

Liquidation Preference Per Depositary Share

Per Annum Dividend Rate

Dividend Payment Frequency

Carrying Value as of March 31, 2021
(In millions)

Redemption Date(1)

Series D

February 2014

30,000,000

750

1/4,000th

100,000

5.90% to but excluding March 15, 2024, then a floating rate equal to the three-month LIBOR plus 3.108%

Quarterly

742

March 15, 2024

Series F(3)

May 2015

250,000

250

1/100th

100,000

1,000

5.25% to but excluding September 15, 2020, then a floating rate equal to the three-month LIBOR plus 3.597%, or 3.78088% effective March 15, 2021

Quarterly

247

September 15, 2020

Series G

April 2016

20,000,000

500

1/4,000th

100,000

5.35% to but excluding March 15, 2026, then a floating rate equal to the three-month LIBOR plus 3.709%

Quarterly

493

March 15, 2026

Series H

September 2018

500,000

500

1/100th

100,000

1,000

5.625% to but excluding December 15, 2023, then a floating rate equal to the three-month LIBOR plus 2.539%

Semi-annually

494

December 15, 2023

(3) Series F preferred stock is redeemable on September 15, 2020 and on each succeeding dividend payment date. We did not elect redemption on September 15, 2020 or December 15, 2020.

The following table presents the dividends declared for each of the series of preferred stock issued and outstanding for the periods indicated:















	Three Months Ended March 31,
	2021						2020
(Dollars in millions, except per share amounts)	Dividends Declared per Share		Dividends Declared per Depositary Share		Total		Dividends Declared per Share		Dividends Declared per Depositary Share		Total
Preferred Stock:
Series C	$	—	$	—	$	—	$	1,313	$	0.33	$	6
Series D	1,475		0.37		11		1,475		0.37		11

Series F	953		9.53		7		2,625		26.25		20
Series G	1,338		0.33		7		1,338		0.33		7
Series H	—		—		—		—		—		—
Total					$	25					$	44

In April 2021, we declared dividends on our series D, F, G and H preferred stock of approximately $1,475, $966, $1,338 and $2,813 respectively, per share, or approximately $0.37, $9.66, $0.33 and $28.13 respectively, per depositary share. These dividends total approximately $11 million, $2 million, $7 million and $14 million on our series D, F, G and H preferred stock, respectively, which will be paid in June 2021.

Common Stock

In June 2019, our Board approved a common stock purchase program authorizing the purchase of up to $2.0 billion of our common stock from July 1, 2019 through June 30, 2020 (the 2019 Program). We repurchased $500 million of our common stock in each of the third and fourth quarters of 2019 and the first quarter of 2020 under the 2019 Program.

State Street Corporation | 78

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

In December 2020, the Federal Reserve issued results of 2020 resubmission stress tests and authorized us to continue to pay common stock dividends at current levels and to resume repurchasing common shares in the first quarter of 2021. In January 2021, our Board authorized a share repurchase program for the purchase of up to $475 million of our common stock through March 31, 2021. In April 2021, our Board authorized a share repurchase program for the purchase of up to $425 million of our common stock through June 30, 2021, consistent with the limit set by the Federal Reserve.

The tables below present the activity under our common stock purchase program for the periods indicated:


Three Months Ended March 31, 2021
	Shares Acquired (In millions)	Average Cost per Share		Total Acquired (In millions)

	6.2	$	76.21	$	475


Three Months Ended March 31, 2020
	Shares Acquired (In millions)	Average Cost per Share		Total Acquired (In millions)

	6.5	$	77.35	$	500

The table below presents the dividends declared on common stock for the periods indicated:


	Three Months Ended March 31,
	2021				2020
	Dividends Declared per Share		Total (In millions)		Dividends Declared per Share		Total (In millions)
Common Stock	$	0.52	$	182	$	0.52	$	183

Accumulated Other Comprehensive Income (Loss)

The following table presents the after-tax components of AOCI for the periods indicated:


	Three Months Ended March 31,
(In millions)	2021		2020
Net unrealized gains (losses) on cash flow hedges	$	57	$	47
Net unrealized gains (losses) on available-for-sale securities portfolio	502		556
Net unrealized gains (losses) related to reclassified available-for-sale securities	(46)		23
Net unrealized gains (losses) on available-for-sale securities	456		579
Net unrealized (losses) on available-for-sale securities designated in fair value hedges	(21)		(43)

Net unrealized gains (losses) on hedges of net investments in non-U.S. subsidiaries	(69)		154
Other-than-temporary impairment on held-to-maturity securities related to factors other than credit	(2)		(2)
Net unrealized (losses) on retirement plans	(170)		(175)
Foreign currency translation	(669)		(1,480)
Total	$	(418)	$	(920)

The following table presents changes in AOCI by component, net of related taxes, for the periods indicated:


(In millions)	Net Unrealized Gains (Losses) on Cash Flow Hedges		Net Unrealized Gains (Losses) on Available-for-Sale Securities		Net Unrealized Gains (Losses) on Hedges of Net Investments in Non-U.S. Subsidiaries		Other-Than-Temporary Impairment on Held-to-Maturity Securities		Net Unrealized Losses on Retirement Plans		Foreign Currency Translation		Total





Balance as of December 31, 2020	$	57	$	848	$	(204)	$	(2)	$	(178)	$	(334)	$	187
Other comprehensive income (loss) before reclassifications	(15)		(413)		135		—		—		(335)		(628)

Amounts reclassified into earnings	15		—		—		—		8		—		23
Other comprehensive income (loss)	—		(413)		135		—		8		(335)		(605)
Balance as of March 31, 2021	$	57	$	435	$	(69)	$	(2)	$	(170)	$	(669)	$	(418)

State Street Corporation | 79

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)


(In millions)	Net Unrealized Gains (Losses) on Cash Flow Hedges		Net Unrealized Gains (Losses) on Available-for-Sale Securities		Net Unrealized Gains (Losses) on Hedges of Net Investments in Non-U.S. Subsidiaries		Other-Than-Temporary Impairment on Held-to-Maturity Securities		Net Unrealized Losses on Retirement Plans		Foreign Currency Translation		Total
Balance as of December 31, 2019	$	(70)	$	409	$	46	$	(2)	$	(187)	$	(1,072)	$	(876)
Other comprehensive income (loss) before reclassifications	112		126		108		—		—		(408)		(62)

Amounts reclassified into (out of) earnings	5		1		—		—		12		—		18
Other comprehensive income (loss)	117		127		108		—		12		(408)		(44)
Balance as of March 31, 2020	$	47	$	536	$	154	$	(2)	$	(175)	$	(1,480)	$	(920)

The following table presents after-tax reclassifications into earnings for the periods indicated:




















	Three Months Ended March 31,
	2021		2020
(In millions)	Amounts Reclassified into (out of) Earnings				Affected Line Item in Consolidated Statement of Income



Available-for-sale securities:
Net realized gains (losses) from sales of available-for-sale securities, net of related taxes of $0 and $1, respectively	$	—	$	1	Net gains (losses) from sales of available-for-sale securities



Cash flow hedges:
Gain reclassified from accumulated other comprehensive income into Income, net of related taxes of $6 and $2	15		5		Net interest income reclassified from other comprehensive income
Retirement plans:
Amortization of actuarial losses, net of related taxes of $3 and $4, respectively	8		12		Compensation and employee benefits expenses



Total reclassifications (into) out of Accumulated other comprehensive loss	$	23	$	18

Note 13. Regulatory Capital

For additional information on our regulatory capital, including the regulatory capital requirements administered by federal banking agencies, and to which we are subject, refer to page 174 in Note 16 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

As of March 31, 2021, we and State Street Bank exceeded all regulatory capital adequacy requirements to which we were subject to. As of March 31, 2021, State Street Bank was categorized as “well capitalized” under the applicable regulatory capital adequacy framework, and exceeded all “well capitalized” ratio guidelines to which it was subject. Management believes that no conditions or events have occurred since March 31, 2021 that have changed the capital categorization of State Street Bank.

The following table presents the regulatory capital structure, total RWA, related regulatory capital ratios and the minimum required regulatory capital ratios for us and State Street Bank as of the dates indicated.

State Street Corporation | 80

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)


					State Street Corporation												State Street Bank
(Dollars in millions)					Basel III Advanced Approaches March 31, 2021			Basel III Standardized Approach March 31, 2021			Basel III Advanced Approaches December 31, 2020			Basel III Standardized Approach December 31, 2020			Basel III Advanced Approaches March 31, 2021			Basel III Standardized Approach March 31, 2021			Basel III Advanced Approaches December 31, 2020			Basel III Standardized Approach December 31, 2020
Common shareholders' equity:
Common stock and related surplus					$	10,731		$	10,731		$	10,709		$	10,709		$	12,893		$	12,893		$	12,893		$	12,893
Retained earnings					23,751			23,751			23,442			23,442			13,479			13,479			12,939			12,939
Accumulated other comprehensive income (loss)					(418)			(418)			187			187			(221)			(221)			371			371
Treasury stock, at cost					(11,035)			(11,035)			(10,609)			(10,609)			—			—			—			—
Total					23,029			23,029			23,729			23,729			26,151			26,151			26,203			26,203
Regulatory capital adjustments:
Goodwill and other intangible assets, net of associated deferred tax liabilities					(9,149)			(9,149)			(9,019)			(9,019)			(8,880)			(8,880)			(8,745)			(8,745)
Other adjustments(1)					(437)			(437)			(333)			(333)			(250)			(250)			(152)			(152)
Common equity tier 1 capital					13,443			13,443			14,377			14,377			17,021			17,021			17,306			17,306
Preferred stock					1,976			1,976			2,471			2,471			—			—			—			—


Tier 1 capital					15,419			15,419			16,848			16,848			17,021			17,021			17,306			17,306
Qualifying subordinated long-term debt					1,801			1,801			961			961			963			963			966			966

Allowance for credit losses					—			135			1			148			—			135			10			148

Total capital					$	17,220		$	17,355		$	17,810		$	17,957		$	17,984		$	18,119		$	18,282		$	18,420
Risk-weighted assets:
Credit risk(2)					$	66,726		$	122,074		$	63,367		$	114,892		$	62,082		$	119,020		$	58,960		$	110,797
Operational risk(3)					44,075			NA			44,150			NA			43,600			NA			43,663			NA
Market risk					2,250			2,250			2,188			2,188			2,250			2,250			2,188			2,188
Total risk-weighted assets					$	113,051		$	124,324		$	109,705		$	117,080		$	107,932		$	121,270		$	104,811		$	112,985

Adjusted quarterly average assets					$	285,480		$	285,480		$	263,490		$	263,490		$	282,319		$	282,319		$	260,489		$	260,489

Capital Ratios:	2021 Minimum Requirements(4)		2020 Minimum Requirements(4)
Common equity tier 1 capital	8.0	%	8.0	%	11.9		%	10.8		%	13.1		%	12.3		%	15.8		%	14.0		%	16.5		%	15.3		%
Tier 1 capital	9.5		9.5		13.6			12.4			15.4			14.4			15.8			14.0			16.5			15.3
Total capital	11.5		11.5		15.2			14.0			16.2			15.3			16.7			14.9			17.4			16.3
Tier 1 leverage(5)	4.0		4.0		5.4			5.4			6.4			6.4			6.0			6.0			6.6			6.6

(4) Minimum requirements include a CCB of 2.5% and a SCB of 2.5% for the advanced approaches and the standardized approach, respectively, a G-SIB surcharge of 1.0% and a countercyclical buffer of 0%.

(5) State Street Bank is required to maintain a minimum Tier 1 leverage ratio of 5% as it is the insured depository institution subsidiary of one of the eight U.S. G-SIBs.

NA Not applicable

State Street Corporation | 81

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 14. Net Interest Income

The following table presents the components of interest income and interest expense, and related NII, for the periods indicated:


	Three Months Ended March 31,
(In millions)		2021		2020
Interest income:
Interest-bearing deposits with banks		$	(9)	$	81
Investment securities:



Investment securities available-for-sale		140		213
Investment securities held-to-maturity		180		271
Investment securities purchased under money market liquidity facility		4		8

Securities purchased under resale agreements		10		65
Loans		141		184
Other interest-earning assets		5		46
Total interest income		471		868
Interest expense:
Interest-bearing deposits		(69)		68
Short term borrowings under money market liquidity facility		4		6
Securities sold under repurchase agreements		—		2
Other short-term borrowings		—		10
Long-term debt		60		88
Other interest-bearing liabilities		9		30
Total interest expense		4		204
Net interest income		$	467	$	664

Note 15. Expenses

The following table presents the components of other expenses for the periods indicated:


	Three Months Ended March 31,
(In millions)		2021		2020
Professional services		$	80	$	81
Regulatory fees and assessments		18		12
Sales advertising public relations		17		18
Securities processing		12		15
Insurance		3		5

Bank operations		2		9

Other		90		90
Total other expenses		$	222	$	230

Acquisition Costs

We recorded approximately $11 million of acquisition costs in the first quarter of 2021 compared to $11 million in the same period in 2020 related to our acquisition of CRD.

Restructuring and Repositioning Charges

The following table presents aggregate activity for repositioning charges for the periods indicated:


(In millions)	Employee Related Costs		Real Estate Actions		Asset and Other Write-offs		Total
Accrual Balance at December 31, 2019	$	190	$	7	$	1	$	198

Payments and Other Adjustments	(33)		(1)		—		(34)
Accrual Balance at March 31, 2020	$	157	$	6	$	1	$	164











Accrual Balance at December 31, 2020	$	190	$	6	$	—	$	196
Accruals for Beacon	(1)		—		—		(1)
Accruals for Repositioning Charges	—		2		—		2
Payments and Other Adjustments	(9)		(2)		—		(11)
Accrual Balance at March 31, 2021	$	180	$	6	$	—	$	186

Note 16. Earnings Per Common Share

For additional information on our earnings per share calculation methodologies, refer to pages 181 to 182 in Note 23 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

The following table presents the computation of basic and diluted earnings per common share for the periods indicated:


	Three Months Ended March 31,
(Dollars in millions, except per share amounts)	2021		2020
Net income	$	519	$	634
Less:
Preferred stock dividends	(30)		(53)
Dividends and undistributed earnings allocated to participating securities(1)	—		(1)
Net income available to common shareholders	$	489	$	580
Average common shares outstanding (In thousands):
Basic average common shares	350,743		353,746
Effect of dilutive securities: equity-based awards	4,947		4,247
Diluted average common shares	355,690		357,993
Anti-dilutive securities(2)	255		918
Earnings per common share:
Basic	$	1.39	$	1.64
Diluted(3)	1.37		1.62

(1) Represents the portion of net income available to common equity allocated to participating securities, composed of unvested and fully vested SERP (Supplemental executive retirement plans) shares and fully vested deferred director stock awards, which are equity-based awards that contain non-forfeitable rights to dividends, and are considered to participate with the common stock in undistributed earnings.

(2) Represents equity-based awards outstanding but not included in the computation of diluted average common shares, because their effect was anti-dilutive. Additional information about equity-based awards is provided on pages 176 and 177 in Note 18 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

(3) Calculations reflect allocation of earnings to participating securities using the two-class method, as this computation is more dilutive than the treasury stock method.

State Street Corporation | 82

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 17. Line of Business Information

Our operations are organized into two lines of business: Investment Servicing and Investment Management, which are defined based on products and services provided. The results of operations for these lines of business are not necessarily comparable with those of other companies, including companies in the financial services industry. For information about our two lines of business, as well as revenues, expenses and capital allocation methodologies associated with them, refer to pages 182 to 183 in Note 24 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

The following is a summary of our line of business results for the periods indicated. The "Other" columns represent costs incurred that are not allocated to a specific line of business, certain employee costs, including certain severance and restructuring costs, acquisition costs and certain provisions for legal contingencies.

























	Three Months Ended March 31,
	Investment Servicing						Investment Management							Other					Total
(Dollars in millions)	2021			2020				2021			2020				2021		2020			2021			2020
Servicing fees	$	1,371		$	1,287			$	—		$	—			$	—	$	—		$	1,371		$	1,287
Management fees	—			—				493			464				—		—			493			464
Foreign exchange trading services	333			434				13			10				—		—			346			444
Securities finance	95			89				4			3				—		—			99			92
Software and processing fees(1)(2)	172			137				2			(25)				—		—			174			112
Total fee revenue(1)	1,971			1,947				512			452				—		—			2,483			2,399
Net interest income	473			663				(6)			1				—		—			467			664
Total other income	—			2				—			—				—		—			—			2
Total revenue(1)	2,444			2,612				506			453				—		—			2,950			3,065
Provision for credit losses	(9)			36				—			—				—		—			(9)			36




Total expenses(1)	1,879			1,859				397			385				56		11			2,332			2,255
Income before income tax expense	$	574		$	717			$	109		$	68			$	(56)	$	(11)		$	627		$	774
Pre-tax margin	23		%	27		%		21		%	15		%							21		%	25		%

(1) Investment Servicing includes results from our acquisition of CRD on October 1, 2018.

(2) Investment Management includes other revenue items that are primarily driven by equity market movements.

State Street Corporation | 83

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 18. Revenue from Contracts with Customers

For additional information on our revenue from contracts with customers, including revenues associated with both our Investment Servicing and Investment Management lines of business, refer to pages 184 to 186 in Note 25 to the consolidated financial statements included under Item 8, Financial Statements and Supplementary Data, in our 2020 Form 10-K.

Revenue by category

In the following table, revenue is disaggregated by our two lines of business and by revenue stream for which the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.


	Three Months Ended March 31, 2021
	Investment Servicing						Investment Management						Total
(Dollars in millions)	Topic 606 revenue		All other revenue		Total		Topic 606 revenue		All other revenue		Total			2021
Servicing fees	$	1,371	$	—	$	1,371	$	—	$	—	$	—		$	1,371
Management fees	—		—		—		493		—		493			493
Foreign exchange trading services	95		238		333		13		—		13			346
Securities finance	60		35		95		—		4		4			99
Software and processing fees	108		64		172		—		2		2			174
Total fee revenue	1,634		337		1,971		506		6		512			2,483
Net interest income	—		473		473		—		(6)		(6)			467
Total other income	—		—		—		—		—		—			—
Total revenue	$	1,634	$	810	$	2,444	$	506	$	—	$	506		$	2,950

	Three Months Ended March 31, 2020
	Investment Servicing						Investment Management						Total
(Dollars in millions)	Topic 606 revenue		All other revenue		Total		Topic 606 revenue		All other revenue		Total			2020
Servicing fees	$	1,287	$	—	$	1,287	$	—	$	—	$	—		$	1,287
Management fees	—		—		—		464		—		464			464
Foreign exchange trading services	100		334		434		10		—		10			444
Securities finance	57		32		89		—		3		3			92
Software and processing fees	107		30		137		—		(25)		(25)			112
Total fee revenue	1,551		396		1,947		474		(22)		452			2,399
Net interest income	—		663		663		—		1		1			664
Total other income	—		2		2		—		—		—			2
Total revenue	$	1,551	$	1,061	$	2,612	$	474	$	(21)	$	453		$	3,065

Contract balances and contract costs

As of March 31, 2021 and December 31, 2020, net receivables of $4.24 billion and $2.68 billion, respectively, are included in accrued interest and fees receivable, representing amounts billed or currently billable related to revenue from contracts with customers. As performance obligations are satisfied, we have an unconditional right to payment and billing is generally performed monthly or quarterly; therefore, we do not have significant contract assets or liabilities.

No adjustments are made to the promised amount of consideration for the effects of a significant financing component as the period between when we transfer a promised service to a customer and when the customer pays for that service is expected to be one year or less.

State Street Corporation | 84

STATE STREET CORPORATION

CONDENSED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Note 19. Non-U.S. Activities

We define our non-U.S. activities as those revenue-producing business activities that arise from clients which are generally serviced or managed outside the U.S. Due to the integrated nature of our business, precise segregation of our U.S. and non-U.S. activities is not possible.

Subjective estimates, assumptions and other judgments are applied to quantify the financial results and assets related to our non-U.S. activities, including our application of funds transfer pricing, our asset and liability management policies and our allocation of certain indirect corporate expenses. Management periodically reviews and updates its processes for quantifying the financial results and assets related to our non-U.S. activities.

The following table presents our U.S. and non-U.S. financial results for the periods indicated:














	Three Months Ended March 31,
	2021						2020
(In millions)	Non-U.S.(1)		U.S.		Total		Non-U.S.(1)		U.S.		Total
Total revenue	$	1,337	$	1,613	$	2,950	$	1,357	$	1,708	$	3,065
Income before income tax expense	312		315		627		339		435		774

(1) Geographic mix is generally based on the domicile of the entity servicing the funds and is not necessarily representative of the underlying asset mix.

Non-U.S. assets were $106.25 billion and $104.44 billion as of March 31, 2021 and 2020, respectively.

State Street Corporation | 85

Report of Ernst & Young LLP, Independent Registered Public Accounting Firm

The Shareholders and Board of Directors of State Street Corporation

Results of Review of Interim Financial Statements

We have reviewed the accompanying consolidated statement of condition of State Street Corporation (the “Corporation”) as of March 31, 2021, and the related consolidated statements of income, comprehensive income, changes in shareholders' equity and cash flows for the three-month periods ended March 31, 2021 and 2020, and the related condensed notes (collectively referred to as the “condensed consolidated interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) ("PCAOB"), the consolidated statement of condition of the Corporation as of December 31, 2020, the related consolidated statements of income, comprehensive income, changes in shareholders' equity and cash flows for the year then ended, and the related notes (not presented herein); and in our report dated February 19, 2021, we expressed an unqualified audit opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated statement of condition as of December 31, 2020, is fairly stated, in all material respects, in relation to the consolidated statement of condition from which it has been derived.

Basis for Review Results

These financial statements are the responsibility of the Corporation’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Corporation in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ Ernst & Young LLP

Boston, Massachusetts

April 23, 2021

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ACRONYMS


ABS	Asset-backed securities	LCR(1)	Liquidity coverage ratio
AFS	Available-for-sale	LIHTC	Low income housing tax credits
AML	Anti-money laundering	LDA model	Loss distribution approach model
AOCI	Accumulated other comprehensive income (loss)	LIBOR	London Interbank Offered Rate
ASU	Accounting Standards Update	LTD	Long-term debt
AUC/A	Assets under custody and/or administration	MBS	Mortgage-backed securities
AUM	Assets under management	MRAC	Management Risk and Capital Committee
BCC	Business Conduct Committee	MRC	Model Risk Committee
bps	Basis points	MRM	Model Risk Management
CAP	Capital adequacy process	MVG	Model Validation Group
CCAR	Comprehensive Capital Analysis and Review	NII	Net interest income
CRD	Charles River Development	NIM	Net interest margin
CET1(1)	Common equity tier 1	NOL	Net Operating Loss
CFTC	Commodity Futures Trading Commission	NSFR(1)	Net stable funding ratio
CIS	Corporate Information Security	ORM	Operational risk management
COSO	Committee of Sponsoring Organizations of the Treadway Commission	OTC	Over-the-counter
CRO	Chief Risk Officer	OTTI	Other-than-temporary-impairment
CRPC	Credit Risk & Policy Committee	PCA	Prompt corrective action
CVA	Credit valuation adjustment	PCAOB	Public Company Accounting Oversight Board
DOJ	Department of Justice	PD(1)	Probability-of-default
DOL	Department of Labor	P&L	Profit-and-loss
E&A Committee	Examining and Audit Committee	RC	Risk Committee
ECB	European Central Bank	RWA(1)	Risk-weighted asset
EGRRCPA	Economic Growth, Regulatory Relief, and Consumer Protection Act	SCB	Stress Capital Buffer
EMEA	Europe, Middle East, and Africa	SEC	Securities and Exchange Commission
EPS	Earnings per share	SIFI	Systemically important financial institutions
ERM	Enterprise Risk Management	SLB	Stress Leverage Buffer
ETF	Exchange-Traded Fund	SLR(1)	Supplementary leverage ratio
EVE	Economic value of equity	SPDR	Spider; Standard and Poor's depository receipt
FDIC	Federal Deposit Insurance Corporation	SPOE Strategy	Single Point of Entry Strategy
FHLB	Federal Home Loan Bank of Boston	SSIF	State Street Intermediate Funding, LLC
FICC	Fixed Income Clearing Corporation	TCJA	Tax Cuts and Jobs Act
FTE	Fully taxable-equivalent	TLAC(1)	Total loss-absorbing capacity
FSOC	Financial Stability Oversight Council	TMRC	Trading and Markets Risk Committee
FX	Foreign exchange	TOPS	Technology and Operations Committee
GAAP	Generally accepted accounting principles	TORC	Technology and Operational Risk Committee
GCR	Global credit review	UCITS	Undertakings for Collective Investments in Transferable Securities
G-SIB	Global systemically important bank	UOM	Unit of measure
HQLA(1)	High-quality liquid assets	VaR	Value-at-Risk
HRC	Human Resources Committee	VIE	Variable interest entity
HTM	Held-to-maturity	WD	Withdrawn
IDI	Insured Depository Institution

(1) As defined by the applicable U.S. regulations.

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GLOSSARY

Asset-backed securities: A financial security backed by collateralized assets, other than real estate or mortgage backed securities.

Assets under custody and/or administration: Assets that we hold directly or indirectly on behalf of clients under a safekeeping or custody arrangement or for which we provide administrative services for clients. To the extent that we provide more than one AUC/A service (including back and middle office services) for a client’s assets, the value of the asset is only counted once in the total amount of AUC/A.

Assets under management: The total market value of client assets for which we provide investment management strategy services, advisory services and/or distribution services generating management fees based on a percentage of the assets’ market values. These client assets are not included on our balance sheet. Assets under management include managed assets lost but not liquidated. Lost business occurs from time to time and it is difficult to predict the timing of client behavior in transitioning these assets as the timing can vary significantly.

Beacon: A multi-year program, announced in October 2015, to create cost efficiencies through changes in our operational processes and to further digitize our processes and interfaces with our clients.

Certificates of deposit: A savings certificate with a fixed maturity date, specified fixed interest rate and can be issued in any denomination aside from minimum investment requirements. A CD restricts access to the funds until the maturity date of the investment.

Collateralized loan obligations: A security backed by a pool of debt, primarily senior secured leveraged loans. CLOs are similar to collateralized mortgage obligations, except for the different type of underlying loan. With a CLO, the investor receives scheduled debt payments from the underlying loans, assuming most of the risk in the event borrowers default, but is offered greater diversity and the potential for higher-than-average returns.

Commercial real estate: Property intended to generate profit from capital gains or rental income. CRE loans are term loans secured by commercial and multifamily properties. We seek CRE loans with strong competitive positions in major domestic markets, stable cash flows, modest leverage and experienced institutional ownership.

Deposit beta: A measure of how much of an interest rate increase is expected to be passed on to client interest-bearing accounts, on average.

Depot bank: A German term, specified by the country's law on investment companies, which essentially corresponds to 'custodian'.

Doubtful: Doubtful loans and leases meet the same definition of substandard loans and leases (i.e., well-defined weaknesses that jeopardize repayment with the possibility that we will sustain some loss) with the added characteristic that the weaknesses make collection or liquidation in full highly questionable and improbable.

Economic value of equity: A measure designed to estimate the fair value of assets, liabilities and off-balance sheet instruments based on a discounted cash flow model.

Exchange-Traded Fund: A type of exchange-traded investment product that offer investors a way to pool their money in a fund that makes investments in stocks, bonds, or other assets and, in return, to receive an interest in that investment pool. ETF shares are traded on a national stock exchange and at market prices that may or may not be the same as the net asset value.

Exposure-at-default: A measure used in the calculation of regulatory capital under Basel III final rule. It can be defined as the expected amount of loss a bank may be exposed to upon default of an obligor.

Global systemically important bank: A financial institution whose distress or disorderly failure, because of its size, complexity and systemic interconnectedness, would cause significant disruption to the wider financial system and economic activity, which will be subject to additional capital requirements.

Held-to-maturity investment securities: We classify investments in debt securities as held-to-maturity only if we have the positive intent and ability to hold those securities to maturity. Investments in debt securities classified as held-to-maturity are measured subsequently at amortized cost in the statement of financial position.

High-quality liquid assets: Cash or assets that can be converted into cash at little or no loss of value in private markets and are considered unencumbered.

Investment grade: A rating of loans and leases to counterparties with strong credit quality and low expected credit risk and probability of default. It applies to counterparties with a strong capacity to support the timely repayment of any financial commitment.

Liquidity coverage ratio: The ratio of encumbered high-quality liquid assets divided by expected total net cash outflows over a 30-day stress period. A Basel III framework requirement for banks and bank holding companies to measure liquidity, it is designed to ensure that certain banking institutions, including us, maintain a minimum amount of unencumbered HQLA sufficient to withstand the net cash outflow under a hypothetical standardized acute liquidity stress scenario for a 30-day stress period.

Net asset value: The amount of net assets attributable to each share/unit of the fund at a specific date or time.

Net stable funding ratio: The ratio of the amount of available stable funding relative to the amount of required stable funding. This ratio should be equal to at least 100% on an ongoing basis.

Other-than-temporary-impairment: Impairment charge taken on a security whose fair value has fallen below its carrying value on balance sheet and its value is not expected to recover through the holding period of the security.

Probability of default: A measure of the likelihood that a credit obligor will enter into default status.

Qualified financial contracts: Securities contracts, commodity contracts, forward contracts, repurchase agreements, swap agreements and any other contract determined by the FDIC to be a qualified financial contract.

Risk-weighted assets: A measurement used to quantify risk inherent in our on and off-balance sheet assets by adjusting the asset value for risk. RWA is used in the calculation of our risk-based capital ratios.

Special mention: Loans and leases that consist of counterparties with potential weaknesses that, if uncorrected, may result in deterioration of repayment prospects.

Speculative: Loans and leases that consist of counterparties that face ongoing uncertainties or exposure to business, financial, or economic downturns. However, these counterparties may have financial flexibility or access to financial alternatives, which allow for financial commitments to be met.

Substandard: Loans and leases that consist of counterparties with well-defined weakness that jeopardizes repayment with the possibility we will sustain some loss.

Supplementary leverage ratio: The ratio of our tier 1 capital to our total leverage exposure, which measures our capital adequacy relative to our on and off-balance sheet assets.

Total loss-absorbing capacity: The sum of our tier 1 regulatory capital plus eligible external long-term debt issued by us.

Value-at-Risk: Statistical model used to measure the potential loss in value of a portfolio that could occur in normal markets condition, over a defined holding period, within a certain confidence level.

Variable interest entity: An entity that: (1) lacks enough equity investment at risk to permit the entity to finance its activities without additional financial support from other parties; (2) has equity owners that lack the right to make significant decisions affecting the entity’s operations; and/or (3) has equity owners that do not have an obligation to absorb or the right to receive the entity’s losses or return.

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PART2. OTHER INFORMATION

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

In June 2019, our Board approved a common stock purchase program authorizing the purchase of up to $2.0 billion of our common stock from July 1, 2019 through June 30, 2020 (the 2019 Program). On March 16, 2020, we, along with the other U.S. G-SIBs, suspended common share repurchases and maintained this suspension through the fourth quarter of 2020 in response to the COVID-19 pandemic. This suspension was consistent with limitations imposed by the Federal Reserve beginning in the second quarter of 2020. As a result, we had no repurchases of our common stock in the second, third or fourth quarters of 2020.

Stock purchases may be made using various types of mechanisms, including open market purchases, accelerated share repurchases or transactions off market, and may be made under Rule 10b5-1 trading programs. The timing of stock purchases, types of transactions and number of shares purchased will depend on several factors, including market conditions and State Street’s capital positions, financial performance and investment opportunities. Our common stock purchase programs do not have specific price targets and may be suspended at any time. We may employ third-party broker/dealers to acquire shares on the open market in connection with our common stock purchase programs.


	Total Number of Shares Purchased (In thousands)	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program (In thousands)	Approximate Dollar Value of Shares That May Yet be Purchased Under Publicly Announced Program (In thousands)
Period:
January 1 - January 31, 2021	1,375	$	72.85	1,375	$	374,840
February 1 - February 28, 2021	2,744	73.83		2,744	172,268
March 1 - March 31, 2021	2,114	81.49		2,114	—
Total	6,233	$	76.21	6,233	$	—

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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†	Supplemental Cash Incentive Plan, as amended, First and Second Amendments thereto, and form of award agreement thereunder

	10.2†	State Street's 2017 Stock Incentive Plan and forms of award agreement thereunder

	15	Acknowledgment Letter of Ernst & Young LLP, Independent Registered Public Accounting Firm





	31.1	Rule 13a-14(a)/15d-14(a) Certification of Chairman, President and Chief Executive Officer

	31.2	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer

	32	Section 1350 Certifications

	101.INS	The instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document

*	101.SCH	Inline XBRL Taxonomy Extension Schema Document

*	101.CAL	Inline XBRL Taxonomy Calculation Linkbase Document

*	101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document

*	101.LAB	Inline XBRL Taxonomy Label Linkbase Document

*	101.PRE	Inline XBRL Taxonomy Presentation Linkbase Document

*	104	Cover 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, 2021 and 2020, (ii) consolidated statement of comprehensive income for the three months ended March 31, 2021 and 2020, (iii) consolidated statement of condition as of March 31, 2021 and December 31, 2020, (iv) consolidated statement of changes in shareholders' equity for the three months ended March 31, 2021 and 2020, (v) consolidated statement of cash flows for the three months ended March 31, 2021 and 2020, and (vi) 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:

April 23, 2021

By:

/s/ ERIC W. ABOAF

Eric W. Aboaf,

Executive Vice President and Chief Financial Officer (Principal Financial Officer)

Date:

April 23, 2021

By:

/s/ IAN W. APPLEYARD

Ian W. Appleyard,

Executive Vice President, Global Controller and Chief Accounting Officer

(Principal Accounting Officer)

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