HD 8-K Shows 3.75%, 3.95%, 4.65% Note Forms and Counsel Opinion

Rhea-AI Filing Summary

Home Depot filed a Current Report on Form 8-K that includes exhibits describing debt securities and related legal opinions. The filing lists an existing indenture and the forms of three notes: a 3.750% note due September 15, 2028; a 3.950% note due September 15, 2030; and a 4.650% note due September 15, 2035. The filing also includes an opinion and consent from Weil, Gotshal & Manges LLP and an Inline XBRL cover page. The document is signed by Richard V. McPhail, Executive Vice President and Chief Financial Officer.

Positive

• Specified note terms: Forms of three notes are listed with explicit coupon rates and maturities (3.750% 2028; 3.950% 2030; 4.650% 2035).
• Legal documentation included: Indenture reference plus opinion and consent from Weil, Gotshal & Manges LLP are attached as exhibits.
• Machine-readable filing: The filing includes an Inline XBRL cover page (Exhibit 104).

Negative

• None.

Insights

Financial Analyst

TL;DR: The filing documents planned or outstanding note forms with explicit coupons and maturities, indicating capital market activity around long-term debt.

The 8-K provides formal exhibits that specify the terms of three note instruments by coupon and maturity, which is material detail for debt investors and credit analysts because coupon and maturity define cash interest obligations and refinancing timelines. The inclusion of an indenture reference and counsel opinion indicates the legal groundwork for issuance or registration is in place. The filing itself does not state issuance sizes, use of proceeds, or timing, so credit impact cannot be fully assessed from this text alone.

Corporate Governance Expert

TL;DR: Proper exhibit disclosures and counsel consents are present, reflecting standard compliance for debt-related 8-K reporting.

The document lists required exhibits including the governing indenture, forms of the three notes with defined coupons and maturities, counsel opinion, and counsel consent. These exhibits are standard for transparency and regulatory compliance when registering or documenting debt securities. The presence of Inline XBRL cover formatting aids machine readability. The filing lacks narrative context about the companys strategic rationale or transaction specifics, limiting governance conclusions.

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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 15, 2025

THE HOME DEPOT, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	1-8207	95-3261426
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2455 Paces Ferry Road, Atlanta, Georgia 30339

(Address of Principal Executive Offices) (Zip Code)

(770) 433-8211

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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 (see General Instruction A.2. below):

¨	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, $0.05 Par Value Per Share		HD		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 15, 2025, The Home Depot, Inc. (the “Company”) completed a public offering of $500,000,000 aggregate principal amount of 3.750% Notes due September 15, 2028, $500,000,000 aggregate principal amount of 3.950% Notes due September 15, 2030, and $1,000,000,000 aggregate principal amount of 4.650% Notes due September 15, 2035 (collectively, the “Notes”). The offering of the Notes was made pursuant to the Company’s shelf registration statement on Form S-3 (Registration No. 333-281802) filed with the Securities and Exchange Commission on August 27, 2024.

The Notes were issued under an Indenture dated as of May 4, 2005 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.), as Trustee.

The foregoing summary is qualified by reference to the Indenture and the respective forms of global note for the offering, which are filed as exhibits to this Current Report on Form 8-K and are incorporated by reference herein and in the above-referenced shelf registration statement.

Item 9.01. Financial Statements and Exhibits.

The documents included as exhibits to this report are filed solely to provide information about their terms, are not intended to provide any factual or other information about the Company or the other parties to the agreements and should not be relied upon by investors for any other purpose.

(d) Exhibits

Exhibit		Description
4.1		Indenture, dated as of May 4, 2005, between the Company and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated herein by reference to Exhibit 4.1 to the Company's Registration Statement on Form S-3 (Registration No. 333-124699)).
4.2		Form of 3.750% Note due September 15, 2028.
4.3		Form of 3.950% Note due September 15, 2030.
4.4		Form of 4.650% Note due September 15, 2035.
5.1		Opinion of Weil, Gotshal & Manges LLP.
23.1		Consent of Weil, Gotshal & Manges LLP (included in Exhibit 5.1).
104		The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101).

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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.

	THE HOME DEPOT, INC.
Date: September 15, 2025	By:	/s/ Richard V. McPhail
		Name: Richard V. McPhail
		Title: Executive Vice President and Chief Financial Officer

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FAQ

What debt instruments are disclosed in Home Depot's 8-K (HD)?

The filing lists forms of three notes: a 3.750% note due September 15, 2028, a 3.950% note due September 15, 2030, and a 4.650% note due September 15, 2035.

Does the 8-K include legal opinions or consents for Home Depot (HD)?

Yes. The filing includes an opinion of Weil, Gotshal & Manges LLP as Exhibit 5.1 and the firm's consent as Exhibit 23.1.

Is there an indenture referenced in the Home Depot 8-K?

Yes. The filing references an indenture dated May 4, 2005, between the company and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference).

Does the 8-K state the sizes or issuance dates for the notes?

No. The provided content lists note forms and terms but does not disclose issuance sizes, pricing, or specific issuance dates.

Who signed the 8-K for Home Depot (HD)?

The form is signed by Richard V. McPhail, Executive Vice President and Chief Financial Officer.