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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):
May 22, 2026
FedEx
Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware
(State or other Jurisdiction
of Incorporation) |
1-15829 (Commission File Number) |
62-1721435
(IRS
Employer Identification No.) |
942
South Shady Grove Road
Memphis,
Tennessee (Address of principal
executive offices) |
|
38120
(Zip Code) |
Registrant’s telephone number, including
area code: (901) 818-7500
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 |
| Common Stock, $0.10 Par Value |
|
FDX |
|
New
York Stock Exchange |
| 1.625%
Notes due 2027 |
|
FDX
27 |
|
New
York Stock Exchange |
| 0.450%
Notes due 2029 |
|
FDX
29A |
|
New
York Stock Exchange |
| 0.450%
Notes due 2029 |
|
FDX
29B |
|
New
York Stock Exchange |
| 1.300%
Notes due 2031 |
|
FDX
31 |
|
New
York Stock Exchange |
| 1.300%
Notes due 2031 |
|
FDX
31B |
|
New
York Stock Exchange |
| 3.500%
Notes due 2032 |
|
FDX
32 |
|
New
York Stock Exchange |
| 0.950%
Notes due 2033 |
|
FDX
33 |
|
New
York Stock Exchange |
| 0.950%
Notes due 2033 |
|
FDX
33A |
|
New
York Stock Exchange |
| 4.125%
Notes due 2037 |
|
FDX
37 |
|
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 May 13, 2026, FedEx Corporation (the “Company”)
announced that it had issued a notice of full redemption of all €354,878,000 outstanding aggregate principal amount of its 1.300%
Notes due 2031 (CUSIP: 31428XBX3; ISIN: XS2034629134) (NYSE: FDX 31) (the “Notes”) with a redemption date of May 28,
2026 (the “Redemption Date”).
The Notes will be redeemed at a redemption price
equal to the greater of (i) 100% of the principal amount of the Notes and (ii) the sum of the present values of the remaining
scheduled payments (as defined in the indenture governing the Notes) of principal and interest on the Notes that would be due if the Notes
matured on May 5, 2031 (the par call date), not including any portion of such payments of interest accrued as of the Redemption Date,
discounted to the Redemption Date on an ACTUAL/ACTUAL (ICMA) day count basis, at a comparable government bond rate (as defined in the
indenture governing the Notes) (calculated the third business day prior to the Redemption Date) plus 25 basis points, plus, in each case,
accrued and unpaid interest on the Notes to the Redemption Date (collectively, the “Redemption Price”).
On May 22, 2026, the Company issued a supplemental
notice of full redemption setting forth the aggregate Redemption Price, calculated in accordance with the terms of the indenture governing
the Notes, to be equal to €358,619,289.16 for the €354,878,000 aggregate principal amount of the Notes to be redeemed, which includes
€3,741,289.16 of accrued and unpaid interest to the Redemption Date.
SIGNATURE
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.
| | FEDEX
CORPORATION |
| | |
|
| Date: May 22, 2026 | By: |
/s/ Trampas T. Gunter |
| | |
Trampas T. Gunter |
| | |
Corporate Vice President, Corporate
Development and Treasurer |