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Santander Holdings USA, Inc. (SNUS) entered into a private placement with its parent, Banco Santander, S.A., under a Purchase Agreement dated August 25, 2026. The company issued and sold 500,000 shares of a new Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series J, each with a $1,000 liquidation preference, to Banco Santander on August 27, 2026.
Dividends on the Series J Preferred Stock accrue on a non-cumulative basis at 7.271% per annum on the $1,000 liquidation preference from August 27, 2026 to, but excluding, December 21, 2031, payable quarterly in arrears. Thereafter, for each Dividend Reset Period, the rate resets to the five-year U.S. Treasury rate plus 2.979%. The stock is perpetual with no maturity date. The company may redeem the shares at its option on any dividend payment date on or after December 21, 2031, or within 90 days following a regulatory capital treatment event, at $1,000 per share plus applicable unpaid dividends, subject to required prior approval from the Federal Reserve.
Santander Holdings USA, Inc. (SNUS), the U.S. holding company for Banco Santander, reports completion of a multi‑step acquisition in which Banco Santander acquired Webster Financial Corporation and its bank subsidiary, after which Webster’s holding company and bank were merged into Santander’s existing U.S. entities.
Webster common shareholders received 2.0548 Banco Santander American Depositary Shares plus $48.75 in cash per share. Webster’s preferred stock and related depositary shares were successively converted into new SHUSA preferred series, and SHUSA issued 6,000 Series H Preferred shares (6,000,000 depositary shares) and 135,000 Series I Preferred shares (5,400,000 depositary shares), which are perpetual, non‑cumulative and rank senior to common stock. SHUSA also assumed Webster Virginia’s obligations under 4.100% Senior Notes due 2029, 5.784% Fixed Rate Reset Subordinated Notes due 2035, and floating rate junior subordinated debentures due 2033.
According to the accompanying press release, the combined U.S. organization has a pro forma balance sheet of about $327 billion in assets, $185 billion in loans, and $172 billion in deposits as of December 31, 2025, serving nearly eight million customers and supporting Santander’s U.S. growth and diversification strategy.