8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

October 23, 2020

Date of Report (date of earliest event reported)

First Horizon National Corporation

(Exact name of registrant as specified in its charter)

(901 )523-4444

Registrant's telephone number, including area code

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. o

ITEM 2.02. Results of Operations and Financial Condition.

ITEM 7.01. Regulation FD Disclosure.

Furnished as Exhibit 99.1 is a copy of Supplemental Information related to the First Horizon Third Quarter 2020 Earnings presentation released on October 23, 2020 by First Horizon National Corporation (“FHN”). The Exhibit provides supplemental detail regarding the “core” NII and NIM impact of loan accretion and securities premium amortization related to FHN’s recent merger with IBERIABANK Corporation for 3Q20. FHN intends to revise its Investor Slide Presentation for the quarter ended September 30, 2020 that is posted on FHN’s website to be consistent with Exhibit 99.1 to this Current Report.

Exhibit 99.1 is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition” and Item 7.01, “Regulation FD Disclosure.” The exhibits speak as of the date thereof and FHN does not assume any obligation to update in the future the information therein.

Use of Non-GAAP Measures and Regulatory Measures that are not GAAP in the Exhibits

Certain measures are included in the exhibits that are “non-GAAP,” meaning (under U.S. financial reporting rules) they are not presented in accordance with generally accepted accounting principles (“GAAP”) in the U.S. and also are not codified in the U.S. banking regulations currently applicable to FHN. Although other entities may use calculation methods that differ from those used by FHN for non-GAAP measures, FHN’s management believes such measures are relevant to understanding the financial condition, capital position, and financial results of FHN and its business segments. Non-GAAP measures are reported to FHN’s management and directors through various internal reports.

Presentation of regulatory measures, some of which follow regulatory definitions rather than GAAP, provides a meaningful base for comparability to other financial institutions subject to the same regulations as FHN. Such measures are used by the various banking regulators in reviewing the performance, stability, and capital adequacy of financial institutions they regulate. Although not GAAP terms, these regulatory measures are not considered “non-GAAP” under U.S. financial reporting rules as long as their presentation conforms to regulatory standards. Regulatory measures used in the exhibits include: common equity tier 1 capital, generally defined as common equity less goodwill, other intangibles, and certain other required regulatory deductions; tier 1 capital, generally defined as the sum of core capital (including common equity and instruments that cannot be redeemed at the option of the holder) adjusted for certain items under risk based capital regulations; and risk weighted assets (“RWA”), which is a measure of total on- and off-balance sheet assets adjusted for credit and market risk, used to determine regulatory capital ratios.

The non-GAAP measures presented in the exhibit include: core net interest income (“NII”) and core net interest margin (“NIM”).

Reconciliations of non-GAAP to GAAP measures and presentation of the most comparable GAAP items are presented in the exhibit.

Forward-Looking Statements

This communication contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21 E of the Securities Exchange Act of 1934, as amended, (the "Exchange Act") with respect to FHN's beliefs, plans, goals, expectations, and estimates. Forward-looking statements are not a representation of historical information, but instead pertain to future operations, strategies, financial results or other developments. The words "believe," "expect," "anticipate," "intend," "estimate," "should," "is likely," "will," "going forward" and other expressions that indicate future events and trends identify forward-looking statements.

Forward-looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, operational, economic and competitive uncertainties and contingencies, many of which are beyond the control of

FHN, and many of which, with respect to future business decisions and actions, are subject to change and which could cause actual results to differ materially from those contemplated or implied by forward-looking statements or historical performance. Examples of uncertainties and contingencies include factors previously disclosed in FHN's respective reports filed with the U.S. Securities and Exchange Commission (the "SEC"), as well as the following factors, among others: the possibility that the anticipated benefits of FHN’s 2020 merger with IBERIABANK Corporation (the “2020 merger”) will not be realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in any or all of FHN’s market areas; the possibility that the 2020 merger may be more expensive to integrate than anticipated, including as a result of unexpected factors or events; diversion of management's attention from ongoing business operations and opportunities; potential adverse reactions or changes to business or employee relationships resulting from the 2020 merger; FHN’s success in executing its business plans and strategies following the 2020 merger, and managing the risks involved in the foregoing; the potential impacts on FHN’s businesses of the coronavirus COVID-19 pandemic, including negative impacts from quarantines, market declines, and volatility, and changes in customer behavior related to COVID-19; and other factors that may affect future results of FHN.

FHN cautions that the foregoing list of important factors that may affect future results is not exhaustive. Additional factors that could cause results to differ materially from those contemplated by forward-looking statements can be found in FHN's annual report on Form 10-K for the year ended December 31, 2019, and its quarterly report on Form 10-Q for the period ended March 31, 2020, both filed with the SEC and available on the SEC’s website, http://www.sec.gov, and also available in the "Investor Relations" section of FHN's website, http://www.FirstHorizon.com, under the heading "SEC Filings," and in other documents FHN files with the SEC.

ITEM 9.01. Financial Statements and Exhibits.

(d)Exhibits

The following Exhibit 99.1, furnished pursuant to Items 2.02 and 7.01, is not to be considered “filed” under the Securities Exchange Act of 1934, as amended (“Exchange Act”), and shall not be incorporated by reference into any of FHN’s previous or future filings under the Securities Act of 1933, as amended, or the Exchange Act.

SIGNATURES

Pursuant to the requirements 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.

fhn3q20earnings-slide7up

NII and NIM reflect benefit of merger and deposit pricing discipline ($s in millions) NII and NIM Trends • NII up $227 million QoQ driven by the $223 million Legacy FHN $532 impact of the IBKC merger . Reported NII includes loan accretion impact of $311 $44 million; $38 million from IBKC and $6 million $303 $301 $305 $476$454 from other acquisitions $294 $296 $294 . 3Q20 securities premium amortization negatively $284 impacted NII by $22 million and NIM by 12 bps 3.26% . Reported NIM includes accretion impact of 3.21% 3.16% 20 bps 2.90% 2.84% . NIM negatively impacted ~12 bps by ~$3 billion of excess cash; period-end excess cash of 3Q19 4Q19 1Q20 2Q20 3Q20 ~$4.5 billion Interest-bearing deposit costs of 36 bps improved 1 • Core NIM 3.14% 3.10% 3.07% 2.80% 2.69% 2 bps QoQ and 21 bps from 2Q20 combined2 levels Core NII¹ Reported NII Reported NIM . Continue to target last zero interest-rate policy (ZIRP) cycle IBD costs of 24 bps 3Q20 Reported to Core Reconciliation $s in millions NII Margin 3Q20 Reported $ 532 2.84 % PPP Loans and Fees 26 0.00 Current Period Loan Accretion 44 0.23 Time Deposit Amortization 8 0.04 Securities Premium Amortization (22) (0.12) 3Q20 Core $ 476 2.69 % Estimated IBKC Securities Premium Amortization3 Estimated IBKC Loan Accretion Estimated Loan Accretion - Other Acquisitions $s in millions $s in millions $s in millions 4Q20 $ 18 4Q20 $ 25 4Q20 $ 5 2021 55 2021 60 2021 20 2022 35 2022 50 2022 15 2023 and beyond $ 70 2023 and beyond $ 90 2023 and beyond $ 10 1Core financial measures for 3Q19, 4Q19, 1Q20, and 2Q20 are Non-GAAP and are reconciled to GAAP measures in the appendix to the FHN Third Quarter 2020 Earnings presentation filed on 10/23/2020. 2Combined financial information adds together historical unaudited information 1 from legacy FHN and legacy IBKC, adjusted for notable items but without any adjustments, eliminations, or analysis required by GAAP purchase accounting or the SEC’s pro-forma rules; it is Non-GAAP and reconciled to GAAP measures in the appendix to the FHN Third Quarter 2020 Earnings presentation filed on 10/23/2020. 3Estimated based on market rates and prepayment assumptions as of 9/30/2020.