Retirement Agreement, dated December 11, 2018, between Regions Financial Corporation and Regions Bank and O. B. Grayson Hall, Jr

Retirement. You will retire on December 31, 2018. At that time, you will have retired from your service as our Executive Chairman and as member of the Board and from any other position with Regions and its affiliated companies.

Financial Entitlements. You will receive your vested, accrued benefits under the terms and conditions of Regions’ compensation and benefit plans and will be eligible to receive an annual incentive for 2018 determined in the ordinary course of business. All payments will comply with the terms and conditions of the plans and applicable statutory requirements, including Internal Revenue Code Section 409A. As you have requested, there are no special financial entitlements in connection with your retirement.

Resources and Benefits. For the two years following your retirement, Regions will continue to provide you with an office in Birmingham, Alabama (at a location determined by Regions) and part-time administrative support. In addition, until you reach age 70, you will continue to have access to Regions financial planning, home security system monitoring, executive physical, and group health benefits, as in effect from time to time and on the same basis as Regions offers these benefits to its current executive officers.