[8-K] Brookfield Asset Management Ltd. Reports Material Event

Rhea-AI Filing Summary

Brookfield Asset Management Ltd. announced a debt offering of US$750,000,000 in aggregate principal amount of 6.077% notes due 2055. The company entered into an Underwriting Agreement on September 4, 2025, with Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC as representatives of the underwriters. The notes were offered under Brookfield’s base shelf prospectus dated August 5, 2025, and a final prospectus supplement dated September 4, 2025, filed with the Commission on September 5, 2025. The filing includes the underwriting agreement and legal consents.

Positive

• Raised US$750,000,000 in long-term financing through the notes
• Underwritten by major firms (Wells Fargo Securities and Morgan Stanley & Co.) and filed under an existing shelf registration
• Full underwriting agreement and legal consents are included in the filing, supporting disclosure completeness

Negative

• Issued long-dated fixed-rate debt (6.077% notes due 2055), which increases long-term interest obligations
• No use-of-proceeds detail or specifics on covenant terms provided in the disclosed text

Insights

Financial Analyst

TL;DR: Brookfield issued $750M of long-dated fixed-rate notes at 6.077%, adding long-term funded debt to the capital structure.

The transaction raises a substantial amount of capital via 6.077% notes maturing in 2055, which will increase Brookfield’s reported long-term debt by US$750 million. The financing term is long-dated, fixing interest costs at the stated coupon for decades. The underwriting by major banks and filing under the company’s shelf indicate a standard capital markets execution rather than a distressed raise. Material implications include a larger fixed interest obligation and additional liquidity from the proceeds; the prospectus supplement and underwriting agreement are provided for investor review.

Corporate Governance Expert

TL;DR: Proper procedural disclosures were made; underwriting agreement and legal consents are attached to the 8-K.

The 8-K discloses the underwriting agreement and includes legal consents from counsel, demonstrating compliance with disclosure norms for a public debt offering. The filing cites the base shelf registration and the final prospectus supplement, which supports regulatory completeness. There are no disclosures here about use of proceeds, covenants beyond customary representations, or material related-party matters within the provided text.

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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

Date of Report (Date of earliest event reported): September 4, 2025

Brookfield Asset Management Ltd.

(Exact name of registrant as specified in its charter)

British Columbia, Canada		001-41563		98-1702516
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(IRS Employee Identification No.)

Brookfield Place

250 Vesey Street, 15th Floor

New York, NY 10281-0221

(Address of Principal Executive Offices)

(212) 417-7000

(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:

¨ 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:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Class A Limited Voting Shares		BAM		New York Stock Exchange

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. ¨

Item 8.01. Other Events.

On September 4, 2025, Brookfield Asset Management Ltd. (“BAM”) announced an offering of US$750,000,000 aggregate principal amount of 6.077% notes due 2055 (the “Notes”). In connection with the offering, on September 4, 2025, BAM entered into an Underwriting Agreement (the “Underwriting Agreement”) with Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC, as representatives of the several Underwriters listed in Schedule II thereto. The Underwriting Agreement contains customary representations, covenants and indemnification provisions.

The offering of the Notes was registered under the Securities Act of 1933, as amended, pursuant to a registration statement on Form F-10 (File No. 333-287429) filed by BAM with the Securities and Exchange Commission (the “Commission”) on August 5, 2025 (the “Registration Statement”). The Notes were offered and sold pursuant to BAM’s base shelf prospectus, dated August 5, 2025, as supplemented by a final prospectus supplement, dated September 4, 2025, as filed with the Commission on September 5, 2025.

The Underwriting Agreement, Consent of Torys LLP and Consent of Goodmans LLP are attached hereto as Exhibits 1.1, 23.1 and 23.2 respectively, and are each incorporated by reference herein and in the Registration Statement.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
1.1		Underwriting Agreement, dated as of September 4, 2025, by and among Brookfield Asset Management Ltd., as issuer, Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC, as representatives of the several Underwriters listed in Schedule II thereto.
23.1		Consent of Torys LLP, dated as of September 4, 2025.
23.2		Consent of Goodmans LLP, dated as of September 4, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

Date: September 8, 2025

	Brookfield Asset Management Ltd.
	By:	/s/ Kathy Sarpash
	Name:	Kathy Sarpash
	Title:	Managing Director, Legal & Regulatory and Corporate Secretary

FAQ

What did Brookfield Asset Management (BAM) announce in this 8-K?

The company announced an offering of US$750,000,000 aggregate principal amount of 6.077% notes due 2055 and filed an underwriting agreement and legal consents.

Who are the lead underwriters for BAM’s note offering?

The underwriting agreement lists Wells Fargo Securities, LLC and Morgan Stanley & Co. LLC as representatives of the several underwriters.

Under what registration was the offering made?

The notes were offered pursuant to BAM’s base shelf prospectus dated August 5, 2025, supplemented by a final prospectus supplement dated September 4, 2025.

Are legal consents included in the filing?

Yes; the filing includes consents from Torys LLP and Goodmans LLP, each dated September 4, 2025.

Does the 8-K disclose how Brookfield will use the proceeds?

The provided text does not include any details on the use of proceeds.