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 September 30, 2020 (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 $36.64 trillion of AUC/A and $3.15
trillion of AUM as of September 30, 2020.
As of September 30, 2020, we had consolidated total assets of $272.08 billion,
consolidated total deposits of $197.51 billion, consolidated total shareholders'
equity of $25.56 billion and 38,979 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 2019 Annual Report on Form 10-K
for the year ended December 31, 2019 previously filed with the SEC (2019 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 2019 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 115 to 117, "Significant
Accounting Estimates" included under Item 7, Management's Discussion and
Analysis of Financial Condition and Results of Operations, in our 2019 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. Upon evaluating
our accounting policies in light of our adoption of CECL on January 1, 2020, we
included allowance for credit losses as one of our significant accounting
policies. Other than including that additional significant policy, we did not
change these significant accounting policies in the first nine months of 2020.
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,
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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION


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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 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:
•the financial strength of the counterparties with which we or our clients do
business and to which we have investment, credit or financial exposures or to
which our clients have such exposures as a result of our acting as agent,
including as an asset manager or securities lending agent;
•the significant risks and uncertainties for our business, results of operations
and financial condition, as well as our regulatory capital and liquidity ratios
and other regulatory requirements, caused by the COVID-19 pandemic, which will
depend on several factors, including the scope and duration of the pandemic, its
influence on the economy and financial markets, the effectiveness of our work
from home arrangements and staffing levels in operational facilities, challenges
associated with our return to office plans such as maintaining a safe office
environment and integrating at-home and in-office staff, the impact of market
participants on which we rely and actions taken by governmental authorities and
other third parties in response to the pandemic and the impact of lower equity
market valuations on our servicing and management fee revenue;
•increases in the volatility of, or declines in the level of, our NII; changes
in the composition or valuation of the assets recorded in our consolidated
statement of condition (and our ability to measure the fair value of investment
securities); and changes in the manner in which we fund those assets;
•the volatility of servicing fee, management fee, trading fee and securities
finance revenues due to, among other factors, the value of equity and
fixed-income markets, market interest and FX rates, the volume of client
transaction activity, competitive pressures in the investment servicing and
asset management industries, and the timing
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of revenue recognition with respect to software and processing fees revenues;
•the liquidity of the U.S. and international securities markets, particularly
the markets for fixed-income securities and inter-bank credits; the liquidity of
the assets on our balance sheet and changes or volatility in the sources of such
funding, particularly the deposits of our clients; and demands upon our
liquidity, including the liquidity demands and requirements of our clients;
•the level, volatility and uncertainty of interest rates; the expected
discontinuation of Interbank Offered Rates including London Interbank Offered
Rate (LIBOR); the valuation of the U.S. dollar relative to other currencies in
which we record revenue or accrue expenses; the performance and volatility of
securities, credit, currency and other markets in the U.S. and internationally;
and the impact of monetary and fiscal policy in the U.S. and internationally on
prevailing rates of interest and currency exchange rates in the markets in which
we provide services to our clients;
•the credit quality, credit-agency ratings and fair values of the securities in
our investment securities portfolio, a deterioration or downgrade of which could
lead to impairment of such securities and the recognition of a provision for
credit losses in our consolidated statement of income;
•our ability to attract and retain deposits and other low-cost, short-term
funding; our ability to manage the level and pricing of such deposits and the
relative portion of our deposits that are determined to be operational under
regulatory guidelines; our ability to deploy deposits in a profitable manner
consistent with our liquidity needs, regulatory requirements and risk profile;
and the risks associated with the potential liquidity mismatch between
short-term deposit funding and longer term investments;
•the manner and timing with which the Federal Reserve and other U.S. and
non-U.S. regulators implement or reevaluate the regulatory framework applicable
to our operations (as well as changes to that framework), including
implementation or modification of the Dodd-Frank Act and related stress testing
and resolution planning requirements and implementation of international
standards applicable to financial institutions, such as those proposed by the
Basel Committee and European legislation
(such as Undertakings for Collective Investments in Transferable Securities
(UCITS) V, the Money Market Fund Regulation and the Markets in Financial
Instruments Directive II/Markets in Financial Instruments Regulation); among
other consequences, these regulatory changes impact the levels of regulatory
capital, long-term debt and liquidity we must maintain, acceptable levels of
credit exposure to third parties, margin requirements applicable to derivatives,
restrictions on banking and financial activities and the manner in which we
structure and implement our global operations and servicing relationships. In
addition, our regulatory posture and related expenses have been and will
continue to be affected by heightened standards and changes in regulatory
expectations for global systemically important financial institutions applicable
to, among other things, risk management, liquidity and capital planning,
cyber-security, resiliency, resolution planning and compliance programs, as well
as changes in governmental enforcement approaches to perceived failures to
comply with regulatory or legal obligations;
•adverse changes in the regulatory ratios that we are, or will be, required to
meet, whether arising under the Dodd-Frank Act or implementation of
international standards applicable to financial institutions, such as those
proposed by the Basel Committee, or due to changes in regulatory positions,
practices or regulations in jurisdictions in which we engage in banking
activities, including changes in internal or external data, formulae, models,
assumptions or other advanced systems used in the calculation of our capital or
liquidity ratios that cause changes in those ratios as they are measured from
period to period;
•requirements to obtain the prior approval or non-objection of the Federal
Reserve or other U.S. and non-U.S. regulators for the use, allocation or
distribution of our capital or other specific capital actions or corporate
activities, including, without limitation, acquisitions, investments in
subsidiaries, dividends and stock repurchases, without which our growth plans,
distributions to shareholders, share repurchase programs or other capital or
corporate initiatives may be restricted;
•geopolitical risks applicable to our operations and activities in jurisdictions
globally, including emerging markets and economies, that have the potential to
disrupt or impose
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costs, delays or damages upon our, our clients', our counterparties' and
suppliers' and our infrastructure providers' respective operations, activities
and strategic planning and to compromise financial markets and stability;
•changes in law or regulation, or the enforcement of law or regulation, that may
adversely affect our business activities or those of our clients or our
counterparties, and the products or services that we sell, including, without
limitation, additional or increased taxes or assessments thereon, capital
adequacy requirements, margin requirements and changes that expose us to risks
related to our operating model and the adequacy and resiliency of our controls
or compliance programs;
•cyber-security incidents, or failures to protect our systems and our, our
clients' and others' information against cyber-attacks, that could result in the
theft, loss, unauthorized access to, disclosure, use or alteration of
information, system failures, or loss of access to information; any such
incident or failure could adversely impact our ability to conduct our
businesses, damage our reputation and cause losses, potentially materially;
•our ability to expand our use of technology to enhance the efficiency, accuracy
and reliability of our operations and our dependencies on information
technology; to replace and consolidate systems, particularly those relying upon
older technology, and to adequately incorporate cyber-security, resiliency and
business continuity into our operations, information technology infrastructure
and systems management; to implement robust management processes into our
technology development and maintenance programs; and to control risks related to
use of technology, including cyber-crime and inadvertent data disclosures;
•our ability to identify and address threats to our information technology
infrastructure and systems (including those of our third-party service
providers); the effectiveness of our and our third party service providers'
efforts to manage the resiliency of the systems on which we rely; controls
regarding the access to, and integrity of, our and our clients' data; and
complexities and costs of protecting the security of such systems and data;
•our ability to control operational and resiliency risks, data security breach
risks and outsourcing risks; our ability to protect
our intellectual property rights; the possibility of errors in the quantitative
models we use to manage our business; and the possibility that our controls will
prove insufficient, fail or be circumvented;
•economic or financial market disruptions in the U.S. or internationally,
including those which may result from recessions or political instability; for
example, the United Kingdom's (U.K.) exit from the European Union or actual or
potential changes in trade policy, such as tariffs or bilateral and multilateral
trade agreements;
•our ability to create cost efficiencies through changes in our operational
processes and to further digitize our processes and interfaces with our clients,
any failure of which, in whole or in part, may among other things, reduce our
competitive position, diminish the cost-effectiveness of our systems and
processes or provide an insufficient return on our associated investment;
•our ability to promote a strong culture of risk management, operating controls,
compliance oversight, ethical behavior and governance that meets our
expectations and those of our clients and our regulators, and the financial,
regulatory, reputational and other consequences of our failure to meet such
expectations;
•the impact on our compliance and controls enhancement programs associated with
the appointment of a monitor under the deferred prosecution agreement with the
DOJ and compliance consultant appointed under a settlement with the SEC,
including the potential for such monitor and compliance consultant to require
changes to our programs or to identify other issues that require substantial
expenditures, changes in our operations, payments to clients or reporting to
U.S. authorities;
•the results of our review of our billing practices, including additional
findings or amounts we may be required to reimburse clients, as well as
potential consequences of such review, including damage to our client
relationships or our reputation, adverse actions or penalties imposed by
governmental authorities and costs associated with remediation of identified
deficiencies;
•the results of, and costs associated with, governmental or regulatory inquiries
and investigations, litigation and similar claims, disputes, or civil or
criminal proceedings;
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•changes or potential changes in the amount of compensation we receive from
clients for our services, and the mix of services provided by us that clients
choose;
•the large institutional clients on which we focus are often able to exert
considerable market influence and have diverse investment activities, and this,
combined with strong competitive market forces, subjects us to significant
pressure to reduce the fees we charge, to potentially significant changes in our
AUC/A or our AUM in the event of the acquisition or loss of a client, in whole
or in part, and to potentially significant changes in our revenue in the event a
client re-balances or changes its investment approach, re-directs assets to
lower- or higher-fee asset classes or changes the mix of products or services
that it receives from us;
•the potential for losses arising from our investments in sponsored investment
funds;
•the possibility that our clients will incur substantial losses in investment
pools for which we act as agent; the possibility of significant reductions in
the liquidity or valuation of assets underlying those pools and the potential
that clients will seek to hold us liable for such losses; and the possibility
that our clients or regulators will assert claims that our fees, with respect to
such investment products, are not appropriate;
•our ability to anticipate and manage the level and timing of redemptions and
withdrawals from our collateral pools and other collective investment products;
•the credit agency ratings of our debt and depositary obligations and investor
and client perceptions of our financial strength;
•adverse publicity, whether specific to us or regarding other industry
participants or industry-wide factors, or other reputational harm;
•changes or potential changes to the competitive environment, due to, among
other things, regulatory and technological changes, the effects of industry
consolidation and perceptions of us, as a suitable service provider or
counterparty;
•our ability to complete acquisitions, joint ventures and divestitures,
including, without limitation, our ability to obtain regulatory approvals, the
ability to arrange financing as required and the ability to satisfy closing
conditions;
•the risks that our acquired businesses,
including, without limitation, CRD, and joint ventures will not achieve their
anticipated financial, operational and product innovation benefits or will not
be integrated successfully, or that the integration will take longer than
anticipated; that expected synergies will not be achieved or unexpected negative
synergies or liabilities will be experienced; that client and deposit retention
goals will not be met; that other regulatory or operational challenges will be
experienced; and that disruptions from the transaction will harm our
relationships with our clients, our employees or regulators;
•our ability to integrate CRD's front office software solutions with our middle
and back office capabilities to develop our front-to-middle-to-back office State
Street Alpha that is competitive, generates revenues in line with our
expectations and meets our clients' requirements; the dependency of State Street
Alpha on enhancements to our data management and the risks to our servicing
model associated with increased exposure to client data;
•our ability to recognize evolving needs of our clients and to develop products
that are responsive to such trends and profitable to us; the performance of and
demand for the products and services we offer; and the potential for new
products and services to impose additional costs on us and expose us to
increased operational risk;
•our ability to grow revenue, manage expenses, attract and retain highly skilled
people and raise the capital necessary to achieve our business goals and comply
with regulatory requirements and expectations;
•changes in accounting standards and practices; and
•the impact of the U.S. tax legislation enacted in 2017, and changes in tax
legislation and in the interpretation of existing tax laws by U.S. and non-U.S.
tax authorities that affect the amount of taxes due.
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 forward-looking statements after the time they are
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                           AND RESULTS OF OPERATIONS
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, or 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 September 30,
(Dollars in millions, except per share
amounts)                                              2020                    2019                      % Change
Total fee revenue                              $        2,306           $       2,259                                2  %
Net interest income                                       478                     644                              (26)

Total revenue                                           2,784                   2,903                               (4)
Provision for credit losses(1)                              -                       2                                  nm
Total expenses                                          2,103                   2,180                               (4)
Income before income tax expense                          681                     721                               (6)
Income tax expense                                        126                     138                               (9)

Net income                                     $          555           $         583                               (5)
Adjustments to net income:
Dividends on preferred stock(2)                $          (38)          $         (55)                             (31)

Net income available to common shareholders    $          517           $         528                               (2)
Earnings per common share:
Basic                                          $         1.47           $        1.44                                2
Diluted                                                  1.45                    1.42                                2
Average common shares outstanding (in
thousands):
Basic                                                 352,586                 366,732                               (4)
Diluted                                               357,168                 370,595                               (4)
Cash dividends declared per common share       $          .52           $         .52                                -
Return on average common equity                           8.9   %                 9.7  %                  (80)        bps
Pre-tax margin                                           24.5                    24.8                     (30)

                                                    Nine Months Ended September 30,
(Dollars in millions, except per share
amounts)                                              2020                    2019                      % Change
Total fee revenue                              $        7,083           $       6,779                                4  %
Net interest income                                     1,701                   1,930                              (12)
Total other income                                          2                      (1)                                 nm
Total revenue                                           8,786                   8,708                                1
Provision for credit losses(1)                             88                       7                                  nm
Total expenses                                          6,440                   6,627                               (3)
Income before income tax expense                        2,258                   2,074                                9
Income tax expense                                        375                     396                               (5)

Net income                                     $        1,883           $       1,678                               12
Adjustments to net income:
Dividends on preferred stock(2)                $         (123)          $        (160)                             (23)
Earnings allocated to participating
securities(3)                                              (1)                     (1)                               -
Net income available to common shareholders    $        1,759           $       1,517                               16
Earnings per common share:
Basic                                          $         4.99           $        4.07                               23
Diluted                                                  4.93                    4.03                               22
Average common shares outstanding (in
thousands):
Basic                                                 352,829                 372,766                               (5)
Diluted                                               356,971                 376,361                               (5)
Cash dividends declared per common share       $         1.56           $        1.46                                7
Return on average common equity                          10.6   %                 9.5  %                   110        bps
Pre-tax Margin                                           25.7                    23.8                      190




(1) We adopted ASU 2016-13, Financial Instruments - Credit Losses (ASC 326):
Measurement of Credit Losses on Financial Instruments, on January 1, 2020.
Please refer to Note 1 to the consolidated financial statements in this Form
10-Q for additional information.
(2) Additional information about our preferred stock dividends is provided in
Note 12 to the consolidated financial statements in this Form 10-Q.
(3) 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
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The following "Financial Results and Highlights" section provides information
related to significant events, as well as highlights of our consolidated
financial results for the third quarter of 2020 presented in Table 1: Overview
of Financial Results. More detailed information about our consolidated financial
results, including comparisons of our financial results for the three and nine
months ended September 30, 2020 to the same periods in 2019, 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 FX rates, those effects are
determined by applying applicable weighted average FX rates from the relevant
2019 period to the relevant 2020 period results.
Financial Results and Highlights
•Third quarter of 2020 financial performance:
•EPS of $1.45 in the third quarter of 2020 increased 2% compared to $1.42 in the
same period in 2019.
•In the third quarter of 2020, return on equity of 8.9% decreased from 9.7% in
the same period in 2019, primarily due to higher retained earnings, the absence
of share repurchases in the second and third quarters of 2020 and a decrease in
net income available to common shareholders. Pre-tax margin of 24.5% in the
third quarter of 2020 decreased from 24.8% in the same period in 2019, primarily
due to lower total revenue, partially offset by lower expenses.
•Operating leverage was an unfavorable (0.6)% in the third quarter of 2020.
Operating leverage represents the difference between the percentage change in
total revenue and the percentage change in total expenses, in each case relative
to the prior year period.
•In August 2020, the Federal Reserve confirmed that our SCB will be 2.5% for the
period starting on October 1, 2020 and ending on September 30, 2021, resulting
in no change to our capital requirements. Due to the economic challenges created
by the COVID-19 pandemic, we and other participating CCAR banks are required to
resubmit our capital plans by November 2, 2020 under updated scenarios provided
by the Federal
Reserve. Results from the new stress test are expected by the end of the year,
however, it is unclear whether or not the results will impact our calculated
SCB. In line with the decision to administer a new stress test, the Federal
Reserve has continued its suspension of the ability of all CCAR banking
organizations to distribute capital beyond common dividends (at their current
levels) through the fourth quarter of 2020.
•The impact of the COVID-19 pandemic, and the actions we took to support our
clients, the financial markets and the broader economy, is reflected in our
results for the third quarter and first nine months of 2020.
•We experienced higher levels of client deposits, which have moderated but
remain above pre-COVID levels.
•We developed a safe and measured framework to reopen offices and are
establishing a "Workplace of the Future" plan, leveraging technology and
optimizing a hybrid work from home model, with approximately 80% of our
employees continuing to work remotely at the end of the period.
•We continued to onboard new clients and managed elevated transaction volumes
during the COVID-19 pandemic.
•We continue to support our clients' liquidity needs through our participation
in the Money Market Mutual Fund Liquidity Facility (MMLF) and are custodian and
administrator for four Federal Reserve programs: Commercial Paper Funding
Facility, Main Street Lending Program, and Primary and Secondary Markets
Corporate Credit Facilities.
•As previously announced, together with the other U.S. based G-SIBs, we
temporarily suspended our common stock repurchase program, in light of the
COVID-19 pandemic, and subsequently, the Federal Reserve placed limitations on
capital distributions in the third and fourth quarters of 2020. As a result, we
had no repurchases of our common stock in the second and third quarters of 2020.
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                           AND RESULTS OF OPERATIONS
•Net interest income declined, reflecting a low interest rate environment
resulting from Federal Reserve actions to support the economy.
Revenue
•Total fee revenue increased 2% in the third quarter of 2020 compared to the
same period in 2019, primarily driven by increases in servicing fees, management
fees, foreign exchange trading services and software and processing fees,
partially offset by lower securities finance revenues. Total revenue decreased
4% in the third quarter of 2020 compared to the same period in 2019, due to a
decline in NII, partially offset by an increase in total fee revenue.
•Servicing fee revenue increased 2% in the third quarter of 2020 compared to the
same period in 2019, primarily due to higher average market levels, net new
business and client activity, partially offset by moderating pricing headwinds.
•Management fee revenue increased 2% in the third quarter of 2020 compared to
the same period in 2019, primarily due to higher average market levels,
partially offset by institutional net outflows.
•Foreign exchange trading services increased 4% in the third quarter of 2020
compared to the same period in 2019, primarily reflecting higher client FX
volumes and volatility.
•Securities finance revenue decreased 28% in the third quarter of 2020 compared
to the same period in 2019, primarily driven by decreases in enhanced custody
balances due to client deleveraging and lower agency lending revenues due to
lower spreads and reinvestment yields.
•Software and processing fees revenue increased 21% in the third quarter of 2020
compared to the same period in 2019, primarily due to higher CRD revenues driven
by SaaS revenue and professional services fees, and market-related adjustments.
•CRD contributed approximately $89 million and $62 million in total revenue and
total expenses, respectively, in the third quarter of 2020, compared to $81
million and $56 million, respectively, in the same period in 2019. In addition
to total revenue and expenses, CRD-related expenses include $17 million in
amortization of other intangible assets in both the third quarters of 2020 and
2019. CRD revenue with affiliated entities, which is eliminated in our
consolidated
financial statements, was $10 million and $4 million for the third quarters of
2020 and 2019, respectively.
•NII decreased 26% in the third quarter of 2020, compared to the same period in
2019, primarily due to significantly lower market rates, higher MBS premium
amortization, including a true-up of approximately $20 million in the third
quarter of 2020, and the absence of approximately $20 million episodic
market-related benefits in 2019, partially offset by higher investment portfolio
and loan balances.
Provision for Credit Losses
•In the third quarter of 2020, we recorded no provision for credit losses
related to loans and financial assets held at amortized cost and off-balance
sheet commitments based on the CECL methodology, adopted January 1, 2020,
primarily due to slightly improving economic forecasts and limited negative
credit migration.
•This compares to a $2 million provision for credit losses in the same period in
2019 (which was under the previous incurred loss model).
Expenses
•Total expenses decreased 4% in the third quarter of 2020 compared to the same
period in 2019, including 2% lower compensation and employee benefits costs,
primarily reflecting on-going expense management initiatives.
•The impact of notable items in the third quarter of 2020 includes approximately
$15 million of acquisition and restructuring costs primarily related to CRD,
partially offset by a $9 million accrual release, compared to approximately
$27 million of acquisition and restructuring costs and an $18 million accrual in
the same period in 2019.
AUC/A and AUM
•AUC/A increased 11% as of September 30, 2020 compared to September 30, 2019,
primarily due to higher period-end market levels, net new business growth and
client flows. In the third quarter of 2020, newly announced asset servicing
mandates totaled approximately $249 billion, with approximately one-third
related to State Street AlphaSM, our front-to-back servicing platform. Servicing
assets remaining to be installed in future periods totaled approximately $486
billion as of September 30, 2020.
                                                   State Street Corporation

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION


                           AND RESULTS OF OPERATIONS
•AUM increased 7% as of September 30, 2020 compared to September 30, 2019,
primarily due to higher period-end market levels and net inflows from ETFs,
partially offset by institutional net outflows.
Capital
•In the third quarter of 2020, we returned a total of approximately $183 million
to our shareholders in the form of common stock dividends.
•We declared aggregate common stock dividends of $0.52 per share, totaling $184
million in the third quarter of 2020, compared to $0.52 per share, totaling $189
million in the same period in 2019.
•We had no repurchases of our common stock in the third quarter of 2020 under
current Federal Reserve requirements. In the third quarter of 2019, we acquired
9.4 million shares of common stock at an average per share cost of $53.15 and an
aggregate cost of approximately $500 million.
•Our binding CET1 capital ratio was 12.4% as of September 30, 2020 compared to
11.7% as of December 31, 2019, driven by higher retained earnings, partially
offset by an increase in RWA, with significant headroom above the applicable
regulatory requirement. Our Tier 1 leverage ratio decreased to 6.6% as of
September 30, 2020, compared to 6.9% as of December 31, 2019, primarily due to
an increase in adjusted average assets in the third quarter of 2020. Our
standardized approach capital ratios were binding as of September 30, 2020.

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