HSBC issues US$4.5B senior fixed/floating notes

HSBC Holdings plc has issued two new senior unsecured debt tranches: US$2,250,000,000 4.711% Fixed Rate/Floating Rate Notes due 2030 and US$2,250,000,000 5.208% Fixed Rate/Floating Rate Notes due 2034.

Rhea-AI Filing Summary

HSBC Holdings plc has issued two new senior unsecured debt tranches: US$2,250,000,000 4.711% Fixed Rate/Floating Rate Notes due 2030 and US$2,250,000,000 5.208% Fixed Rate/Floating Rate Notes due 2034. These notes were issued under an existing indenture and an effective Form F-3 shelf registration.

Application will be made to list the notes on the New York Stock Exchange, giving investors access through a major US market. HSBC highlights its global footprint, serving customers in 56 countries and territories, and reports assets of US$3,306bn as of 31 March 2026.

Insights

Credit and capital markets analyst

HSBC raises US$4.5B through new senior notes under its US shelf.

HSBC Holdings plc has issued two US dollar senior unsecured fixed-to-floating rate note tranches, each for US$2,250,000,000, maturing in 2030 and 2034. Coupons are 4.711% and 5.208%, respectively, issued under a long-standing indenture structure.

The notes rank as senior unsecured obligations, typical funding instruments for a large global bank. They were offered off an effective Form F-3 shelf, with sales made via a prospectus supplement and base prospectus, and application will be made to list them on the NYSE.

With reported assets of US$3,306bn as of 31 March 2026, this US$4.5bn issuance is meaningful but proportionate to HSBC’s balance sheet. Actual impact on funding costs and investor demand would be observable from future disclosures and trading once the notes are listed.

Key Figures

2030 notes size: US$2,250,000,000 2034 notes size: US$2,250,000,000 2030 coupon: 4.711% +3 more

6 metrics

2030 notes size US$2,250,000,000 4.711% Fixed Rate/Floating Rate Senior Unsecured Notes due 2030

2034 notes size US$2,250,000,000 5.208% Fixed Rate/Floating Rate Senior Unsecured Notes due 2034

2030 coupon 4.711% Fixed Rate/Floating Rate Senior Unsecured Notes due 2030

2034 coupon 5.208% Fixed Rate/Floating Rate Senior Unsecured Notes due 2034

Total assets US$3,306bn HSBC assets as of 31 March 2026

Shelf registration form Form F-3 Effective SEC shelf registration used for the offering

Key Terms

senior unsecured notes, Fixed Rate/Floating Rate, shelf registration statement, prospectus supplement, +2 more

6 terms

senior unsecured notes financial

"HSBC Holdings plc has today issued US$2,250,000,000 4.711% Fixed Rate/Floating Rate Senior Unsecured Notes due 2030"

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.

Fixed Rate/Floating Rate financial

"US$2,250,000,000 4.711% Fixed Rate/Floating Rate Senior Unsecured Notes due 2030"

Fixed rate/floating rate describes whether the interest paid on a loan, bond, or deposit stays the same over time or changes with market rates. A fixed rate gives predictable income like a locked rent, while a floating rate moves with benchmark interest so payments rise or fall with market shifts; investors care because this affects cash‑flow certainty, sensitivity to rate changes, and overall investment risk and value.

shelf registration statement regulatory

"The offering was made pursuant to an effective shelf registration statement on Form F-3 filed with the Securities and Exchange Commission"

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.

indenture financial

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

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.

Form 6-K regulatory

"FORM 6-K SECURITIES AND EXCHANGE COMMISSION Report of Foreign Private Issuer"

A Form 6-K is a report that companies listed in certain countries file to provide important updates, such as financial results, corporate changes, or other significant information, to regulators and investors. It functions like an official company update or news release, helping investors stay informed about developments that could affect their investment decisions.

FAQ

What debt securities did HSBC (HSBC) issue in this Form 6-K?

HSBC Holdings plc issued two senior unsecured tranches: US$2,250,000,000 4.711% Fixed Rate/Floating Rate Notes due 2030 and US$2,250,000,000 5.208% Fixed Rate/Floating Rate Notes due 2034, both under its existing indenture and Form F-3 shelf registration.

What are the interest rates and maturities of HSBC's new senior notes?

The new HSBC notes carry fixed-to-floating coupons. One tranche is 4.711% Fixed Rate/Floating Rate Senior Unsecured Notes due 2030, and the other is 5.208% Fixed Rate/Floating Rate Senior Unsecured Notes due 2034, providing investors with medium- and longer-dated US dollar exposure.

On which exchange will HSBC's new senior notes be listed?

HSBC states that application will be made to list the new senior unsecured notes on the New York Stock Exchange. Listing on the NYSE is intended to facilitate secondary-market trading access for institutional and other investors in the United States.

Under what registration framework were HSBC's new notes offered?

The offering was made under an effective shelf registration statement on Form F-3 filed with the SEC. Sales occurred solely through a filed prospectus supplement and accompanying base prospectus, which are available via the SEC’s EDGAR system or directly from HSBC.

How large is HSBC compared with this US$4.5B notes issuance?

HSBC reports assets of US$3,306bn as of 31 March 2026, making it one of the world’s largest banking and financial services organizations. The combined US$4.5bn senior notes issuance is therefore modest relative to its total reported asset base.

Does this announcement itself constitute an offer to buy HSBC's new notes?

No. HSBC explicitly states the announcement does not constitute an offer or invitation to subscribe or purchase any of the notes. It notes that public offering actions were taken only where permitted, with the formal offer made through the prospectus supplement and prospectus.

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

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Accepted by SEC EDGAR 05/12/2026 - 12:27 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 May

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  

12 May 2026

HSBC HOLDINGS PLC

ISSUANCE OF SENIOR UNSECURED NOTES

HSBC Holdings plc has today issued US$2,250,000,000 4.711% Fixed Rate/Floating Rate Senior Unsecured Notes due 2030 (the '2030 Fixed/Floating Rate Notes') and US$2,250,000,000 5.208% Fixed Rate/Floating Rate Senior Unsecured Notes due 2034 (the '2034 Fixed/Floating Rate Notes' and, together with the 2030 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 39th supplemental indenture dated 12 May 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$3,306bn at 31 March 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: 12 May 2026