HSBC Holdings plc (HSBC) issues multi-tranche senior notes maturing in 2032 and 2037

Rhea-AI Filing Summary

HSBC Holdings plc reports issuing three tranches of senior unsecured notes under an existing indenture, as most recently amended by a 40th supplemental indenture dated 14 August 2026. The tranches comprise US$2,500,000,000 5.243% Fixed Rate/Floating Rate Notes due 2032, US$3,250,000,000 5.729% Fixed Rate/Floating Rate Notes due 2037, and US$1,000,000,000 Floating Rate Notes due 2032. Application will be made to list these notes on the New York Stock Exchange. HSBC notes that it had US$3,438bn of assets at 30 June 2026, describing itself as one of the world’s largest banking and financial services organisations.

Filing Explained

HSBC completed a senior unsecured debt issuance without disclosing common-share issuance, conversion terms, or use of proceeds.

HSBC has issued the three disclosed senior unsecured note tranches, placing the financing at the issuance stage; this adds debt obligations rather than a disclosed common-share issuance, while NYSE listing remains an application.

The company says the offering was made under an effective F-3 shelf registration statement and solely through a prospectus supplement and accompanying prospectus, tying the registration framework to this specific offering.

The filing does not state how the proceeds will be used or disclose conversion or common-share terms, so it does not establish a dilution amount or a use-of-proceeds plan.

Key Figures

2032 Fixed/Floating Notes: US$2,500,000,000 5.243% Senior Unsecured Notes due 2032 2037 Fixed/Floating Notes: US$3,250,000,000 5.729% Senior Unsecured Notes due 2037 2032 Floating Notes: US$1,000,000,000 Floating Rate Senior Unsecured Notes due 2032 +3 more

6 metrics

2032 Fixed/Floating Notes US$2,500,000,000 5.243% Senior Unsecured Notes due 2032 Principal amount and coupon of the 2032 Fixed/Floating Rate Notes

2037 Fixed/Floating Notes US$3,250,000,000 5.729% Senior Unsecured Notes due 2037 Principal amount and coupon of the 2037 Fixed/Floating Rate Notes

2032 Floating Notes US$1,000,000,000 Floating Rate Senior Unsecured Notes due 2032 Principal amount of the Floating Rate Notes due 2032

HSBC total assets US$3,438bn Total assets at 30 June 2026

Indenture date 26 August 2009 Base indenture governing the notes, as amended including 40th supplement

40th supplemental indenture date 14 August 2026 Most recent supplemental indenture covering the notes issuance

Key Terms

senior unsecured notes, indenture, shelf registration statement, prospectus supplement, +1 more

5 terms

senior unsecured notes financial

"HSBC Holdings plc has today issued US$2,500,000,000 5.243% Fixed Rate/Floating Rate Senior Unsecured Notes"

Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.

indenture regulatory

"pursuant to an indenture dated 26 August 2009 (as amended and supplemented"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

shelf registration statement regulatory

"The offering was made pursuant to an effective shelf registration statement on Form F-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

prospectus supplement regulatory

"The offering was made solely by means of a prospectus supplement and an accompanying prospectus"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

floating rate financial

"US$1,000,000,000 Floating Rate Senior Unsecured Notes due 2032"

An interest rate on a loan, bond or deposit that is not fixed but resets at regular intervals based on a reference market rate plus a set margin, so the payments rise or fall as overall interest rates change. For investors, floating-rate instruments act like a weather vane: they can protect income when rates climb by increasing payouts, but they introduce unpredictable cash flow and price movement when rates fall or shift, affecting expected yield and valuation.

FAQ

What debt securities did HSBC (HSBC) issue in August 2026?

HSBC issued three tranches of senior unsecured notes: US$2.5bn 5.243% notes due 2032, US$3.25bn 5.729% notes due 2037, and US$1bn floating rate notes due 2032, all under an existing indenture.

What are the interest terms on HSBC (HSBC) 2032 and 2037 senior notes?

The 2032 notes carry a 5.243% fixed rate/floating rate coupon, while the 2037 notes carry a 5.729% fixed rate/floating rate coupon. A separate US$1bn tranche consists of floating rate senior unsecured notes due 2032.

When do HSBC (HSBC) newly issued senior unsecured notes mature?

HSBC’s new senior unsecured notes mature in 2032 and 2037. Two tranches, including fixed/floating and floating rate notes, are due 2032, while another fixed/floating rate tranche is due 2037, providing a staggered debt maturity profile.

Where does HSBC (HSBC) plan to list the new senior unsecured notes?

HSBC states that application will be made to list the new senior unsecured notes on the New York Stock Exchange. Listing would facilitate trading access for investors in the US market once approved.

How large is HSBC (HSBC) in terms of assets after this notes issuance?

HSBC reports assets of US$3,438bn as of 30 June 2026. The group describes itself as one of the world’s largest banking and financial services organisations, serving customers worldwide from offices in 56 countries and territories.

Under what regulatory framework was the HSBC (HSBC) notes offering made?

The notes offering was made under an effective shelf registration statement on Form F-3 and sold via a prospectus supplement and accompanying prospectus, all filed with the US Securities and Exchange Commission.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 6-K: How Foreign Companies Report to the SEC →

Available on EDGAR 08/14/2026 - 01:03 PM Accepted by SEC EDGAR 08/14/2026 - 01:02 PM Learn about SEC filing dates

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a - 16 or 15d - 16 of

the Securities Exchange Act of 1934

For the month of August

HSBC Holdings plc

8 Canada Square, London E14 5HQ, England

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F).

Form 20-F X Form 40-F  

14 August 2026

HSBC HOLDINGS PLC

ISSUANCE OF SENIOR UNSECURED NOTES

HSBC Holdings plc has today issued US$2,500,000,000 5.243% Fixed Rate/Floating Rate Senior Unsecured Notes due 2032 (the '2032 Fixed/Floating Rate Notes'), US$3,250,000,000 5.729% Fixed Rate/Floating Rate Senior Unsecured Notes due 2037 (the '2037 Fixed/Floating Rate Notes') and US$1,000,000,000 Floating Rate Senior Unsecured Notes due 2032 (the 'Floating Rate Notes' and, together with the 2032 Fixed/Floating Rate Notes and the 2037 Fixed/Floating Rate Notes, the 'Notes') pursuant to an indenture dated 26 August 2009 (as amended and supplemented from time to time and as most recently amended and supplemented by a 40th supplemental indenture dated 14 August 2026).

Application will be made to list the Notes on the New York Stock Exchange.

Investor enquiries to:

Greg Case                               +44 (0) 20 7992 3825             investorrelations@hsbc.com

Media enquiries to:

Press Office                            +44 (0) 20 7991 8096              pressoffice@hsbc.com

Disclaimers

The offering was made pursuant to an effective shelf registration statement on Form F-3 filed with the Securities and Exchange Commission (the 'SEC'). The offering was made solely by means of a prospectus supplement and an accompanying prospectus, which have been filed with the SEC. You may obtain these documents for free by visiting EDGAR on the SEC website at www.sec.gov or by writing or telephoning us at either of the following addresses: 

Group Company Secretary                       HSBC Holdings plc

HSBC Holdings plc                                  c/o HSBC Bank USA, National Association

8 Canada Square                                       66 Hudson Boulevard East, 545W9

London E14 5HQ                                     New York, NY 10001

United Kingdom                                       Attn: Company Secretary

Tel: +44 20 7991 8888                             Tel: +1 212 525 5000

The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes are required to inform themselves about and to observe any such restrictions.

This announcement does not constitute an offer or an invitation to subscribe or purchase any of the Notes. No action has been taken in any jurisdiction to permit a public offering of the Notes where such action is required other than in the US. The offer and sale of the Notes may be restricted by law in certain jurisdictions.

For and on behalf of

HSBC Holdings plc

Angela McEntee

Group Company Secretary

Note to editors:

HSBC Holdings plc

HSBC Holdings plc, the parent company of HSBC, is headquartered in London. HSBC serves customers worldwide from offices in 56 countries and territories. With assets of US$3,438bn at 30 June 2026, HSBC is one of the world's largest banking and financial services organisations.

ends/all

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, thereunto duly authorized.

HSBC Holdings plc

By:

Name: Angela McEntee

Title: Group Company Secretary

Date: 14 August 2026