Filed pursuant to Rule 424(b)(2)
Registration No. 333-265877
PROSPECTUS SUPPLEMENT
(To Prospectus Dated June 28, 2022)
$1,500,000,000
State Street Corporation
$1,000,000,000 Fixed-to-Floating Rate Senior Notes due 2029
$500,000,000 Fixed-to-Floating Rate Senior
Subordinated Notes due 2034
This is an offering of $1,000,000,000 aggregate principal amount of fixed-to-floating rate senior notes due 2029 (the senior notes) and $500,000,000 aggregate principal amount of
fixed-to-floating rate senior subordinated notes due 2034 (the subordinated notes and, together with the senior notes, the notes) of State Street
Corporation (State Street).
The senior notes will mature on November 21, 2029. The senior notes will bear interest from and including
November 21, 2023 to, but excluding, November 21, 2028 at a fixed annual rate of 5.684%, payable semiannually in arrears, on May 21 and November 21 of each year, beginning on May 21, 2024. From and including November 21, 2028, the senior notes will
bear interest at a floating rate determined by reference to the Secured Overnight Funding Rate (SOFR) compounded daily over a quarterly interest payment period in accordance with the specific formula described in this prospectus
supplement plus a spread of 1.484%, payable quarterly in arrears.
The subordinated notes will mature on November 21, 2034. The subordinated notes will
bear interest from and including November 21, 2023 to, but excluding, November 21, 2033 at a fixed annual rate of 6.123%, payable semiannually in arrears, on May 21 and November 21 of each year, beginning on May 21, 2024. From and
including November 21, 2033, the subordinated notes will bear interest at a floating rate determined by reference to SOFR compounded daily over a quarterly interest payment period in accordance with the specific formula described in this prospectus
supplement plus a spread of 1.958%, payable quarterly in arrears.
We will have the option to redeem each series of notes in whole, but not in part, on,
and only on, November 21, 2028, in the case of the senior notes and November 21, 2033, in the case of the subordinated notes, in each case at a redemption price equal to 100% of the principal amount of the notes being redeemed, plus accrued and
unpaid interest thereon, if any, to, but excluding, the redemption date. Any early redemption of the subordinated notes will be subject to the approval of the Board of Governors of the Federal Reserve System (the Federal Reserve). In
addition, prior to exercising our option to redeem the subordinated notes, or immediately thereafter, we will be required to either replace the redeemed subordinated notes with an equivalent amount of a financial instrument that meets the Federal
Reserves regulatory capital criteria or demonstrate to the satisfaction of the Federal Reserve that, following redemption, we would continue to hold an amount of capital that is commensurate with our risk.
There is no sinking fund for the notes. The senior notes are unsecured and will rank equally with all other existing and future senior unsecured indebtedness
of State Street. The subordinated notes are unsecured and will rank junior and be subordinated to all of our existing and future senior indebtedness, including the senior notes. The subordinated notes will rank equally with all of our existing and
future subordinated indebtedness that is not specifically stated to be junior to the subordinated notes.
The notes are not bank deposits, and are not
insured by the Federal Deposit Insurance Corporation (FDIC) or any other governmental agency, nor are they obligations of, or guaranteed by, a bank.
Investing in the notes involves risks. See Risk Factors beginning on page
S-10.
None of the Securities and Exchange Commission (the SEC), any state securities
commission, the FDIC or any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal
offense.
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Per Senior Note |
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Per Subordinated Note |
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Total |
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Public offering price(1) |
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100.000 |
% |
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100.000 |
% |
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$ |
1,500,000,000 |
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Underwriting discounts |
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0.300 |
% |
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0.400 |
% |
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$ |
5,000,000 |
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Proceeds, before expenses, to State Street Corporation(1) |
|
|
99.700 |
% |
|
|
99.600 |
% |
|
$ |
1,495,000,000 |
|
(1) |
Plus accrued interest, if any, from November 21, 2023, if settlement occurs after that date.
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The notes will not be listed on any securities exchange. Currently, there are no public trading markets for the notes. The underwriters
expect to deliver the notes to purchasers in book-entry form only through the facilities of The Depository Trust Company and its direct participants, including Euroclear Bank SA/NV, as operator of the Euroclear System, and Clearstream Banking S.A.,
on or about November 21, 2023.
Joint Book-Running Managers
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Citigroup |
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HSBC |
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Siebert Williams Shank |
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UBS Investment Bank |
Co-Managers
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Academy Securities |
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Cabrera Capital Markets LLC |
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R. Seelaus & Co., LLC |
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Ramirez & Co., Inc. |
The date of this prospectus supplement is November 16, 2023.