SEC Comment Letter 0000000000-24-014115 to FIRST HORIZON CORP (FHN, FHN-PB, FHN-PC, FHN-PE, FHN-PF) (CIK 0000036966) (FHN)
FIRST HORIZON CORP (FHN, FHN-PB, FHN-PC, FHN-PE, FHN-PF) (CIK 0000036966)
Date: Dec. 20, 2024 · CIK: 0000036966 · Accession: 0000000000-24-014115
AI Filing Summary & Sentiment
File numbers found in text: 001-15185
Letter
December 20, 2024 D. Bryan Jordan Chairman of the Board, President and Chief Executive Officer First Horizon Corporation 165 Madison Avenue Memphis, TN 38103 Re:First Horizon Corporation Definitive Proxy Statement on Schedule 14A Response dated December 5, 2024 File No. 001-15185 Dear D. Bryan Jordan: We have reviewed your December 5, 2024 response to our comment letter and have the following comment(s). Please respond to this letter by providing the requested information and/or confirming that you will revise your future proxy disclosures in accordance with the topics discussed below. If you do not believe a comment applies to your facts and circumstances, please tell us why in your response. After reviewing your response to this letter, we may have additional comments. Unless we note otherwise, any references to prior comments are to comments in our September 25, 2024 letter. Response dated December 5, 2024 Pay Versus Performance, page 93 1.We note your response to prior comment 2, and your statement that if a non-GAAP or otherwise adjusted measure is your Company-Selected Measure, you will explain in narrative how the measure “is related to GAAP measures.” Please confirm, if true, that in future filings where your Company-Selected Measure is a non-GAAP measure, you will disclose how the number is calculated from your audited financial statements. See Item 402(v)(2)(vi) of Regulation S-K.
December 20, 2024 Page 2 Please contact Laura Nicholson at 202-551-3584 or Amanda Ravitz at 202-551-3412 with any questions. Sincerely, Division of Corporation Finance Disclosure Review Program
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December 20, 2024
D. Bryan Jordan
Chairman of the Board, President and Chief Executive Officer
First Horizon Corporation
165 Madison Avenue
Memphis, TN 38103
Re:First Horizon Corporation
Definitive Proxy Statement on Schedule 14A
Response dated December 5, 2024
File No. 001-15185
Dear D. Bryan Jordan:
We have reviewed your December 5, 2024 response to our comment letter and have
the following comment(s).
Please respond to this letter by providing the requested information and/or confirming
that you will revise your future proxy disclosures in accordance with the topics discussed
below. If you do not believe a comment applies to your facts and circumstances, please tell us
why in your response.
After reviewing your response to this letter, we may have additional comments.
Unless we note otherwise, any references to prior comments are to comments in our
September 25, 2024 letter.
Response dated December 5, 2024
Pay Versus Performance, page 93
1.We note your response to prior comment 2, and your statement that if a non-GAAP or
otherwise adjusted measure is your Company-Selected Measure, you will explain in
narrative how the measure “is related to GAAP measures.” Please confirm, if true,
that in future filings where your Company-Selected Measure is a non-GAAP measure,
you will disclose how the number is calculated from your audited financial
statements. See Item 402(v)(2)(vi) of Regulation S-K.
December 20, 2024
Page 2
Please contact Laura Nicholson at 202-551-3584 or Amanda Ravitz at 202-551-3412
with any questions.
Sincerely,
Division of Corporation Finance
Disclosure Review Program