STOCK TITAN

State Street issues $750M in senior notes due 2037

State Street expects $745.6 million in net proceeds, while its wholly owned bank subsidiary expects $1.246 billion.

(Moderate)

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Form Type
8-K

Rhea-AI Filing Summary

State Street Corporation (STT) issued $750,000,000 aggregate principal amount of Fixed-to-Floating Rate Senior Notes due 2037 on October 20, 2026, in a public offering under a Form S-3 registration statement. State Street expects approximately $745.6 million in net proceeds after the underwriting discount and estimated offering expenses. The notes were issued under the company's indenture, and the sale was made under an underwriting agreement dated October 15, 2026.

On October 20, 2026, State Street Bank and Trust Company, State Street's direct, wholly owned subsidiary, issued $500,000,000 of Floating Rate Senior Notes due 2028 and $750,000,000 of 5.147% Senior Notes due 2028 in an offering exempt from registration under Section 3(a)(2). The subsidiary expects approximately $1.246 billion in net proceeds after initial purchaser discounts and estimated offering expenses. The Bank Notes were issued under a fiscal agency agreement. Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC were representatives of the underwriters for State Street's notes and of the initial purchasers for the Bank Notes.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Principal amount $750,000,000 State Street Fixed-to-Floating Rate Senior Notes due 2037
Net proceeds Approximately $745.6 million Expected by State Street after underwriting discount and estimated offering expenses
Principal amount $500,000,000 State Street Bank Floating Rate Senior Notes due 2028
Principal amount $750,000,000 State Street Bank 5.147% Senior Notes due 2028
Stated rate 5.147% State Street Bank Senior Notes due 2028
Net proceeds Approximately $1.246 billion Expected by State Street Bank after initial purchaser discounts and estimated offering expenses
Fixed-to-Floating Rate Senior Notes financial
"Fixed-to-Floating Rate Senior Notes due 2037"
A fixed-to-floating rate senior note is a debt security that pays interest at a set rate for an initial period and then switches to a variable rate linked to a market benchmark; “senior” means it has higher priority than other debt if the issuer faces trouble. For investors it matters because the switch changes income predictability and exposure to interest-rate swings, while senior status affects the relative safety and recovery prospects of the investment—think of it as a loan that starts with a steady paycheck and later becomes tied to the economy’s pulse.
aggregate principal amount financial
"$750,000,000 aggregate principal amount"
The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.
Indenture financial
"issued pursuant to an Indenture"
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.
fiscal agency agreement financial
"entered into a fiscal agency agreement"
offering exempt from registration regulatory
"in an offering exempt from registration under Section 3(a)(2)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much did State Street (STT) raise from its notes due 2037?

State Street expects approximately $745.6 million in net proceeds from its $750,000,000 aggregate principal amount of Fixed-to-Floating Rate Senior Notes due 2037, after the underwriting discount and estimated offering expenses.

What notes did State Street Bank issue, and how much net proceeds does it expect?

State Street Bank and Trust Company issued $500,000,000 of Floating Rate Senior Notes due 2028 and $750,000,000 of 5.147% Senior Notes due 2028. The subsidiary expects approximately $1.246 billion in net proceeds after initial purchaser discounts and estimated offering expenses.

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

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STATE STREET CORP Depositary Shares, each representing a 1/4,000th ownership interest in a share of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock false 0000093751 0000093751 2026-10-15 2026-10-15 0000093751 us-gaap:CommonStockMember 2026-10-15 2026-10-15 0000093751 stt:SeriesGPreferredStockDepositoryShareMember 2026-10-15 2026-10-15
 
 

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): October 15, 2026

 

 

STATE STREET CORPORATION

(Exact name of Registrant as Specified in its Charter)

 

 

 

Massachusetts   001-07511   04-2456637

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

One Congress Street

Boston, Massachusetts 02114

(Address of principal executive offices, and Zip Code)

(617) 786-3000

(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:

 

☐

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, $1 par value per share   STT   New York Stock Exchange
Depositary Shares, each representing a 1/4,000th ownership interest in a share of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series G, without par value per share   STT.PRG   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 October 20, 2026, State Street Corporation (“State Street”) issued $750,000,000 aggregate principal amount of Fixed-to-Floating Rate Senior Notes due 2037 (the “Fixed-to-Floating Rate Senior Notes”) in a public offering pursuant to a registration statement on Form S-3 (File No. 333-288196) and a related prospectus supplement filed with the Securities and Exchange Commission (the “SEC”).

The Fixed-to-Floating Rate Senior Notes were issued pursuant to an Indenture dated as of October 31, 2014 (the “Base Indenture”) as amended and supplemented by the First Supplemental Indenture dated as of May 8, 2017 (the “First Supplemental Indenture”) and the Second Supplemental Indenture dated as of March 30, 2020 (the “Second Supplemental Indenture” and, together with the Base Indenture and the First Supplemental Indenture, the “Indenture”), between State Street and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, a national banking association organized under the laws of the United States, as trustee. The form of Fixed-to-Floating Rate Senior Note is filed as Exhibit 4.1 hereto. The Base Indenture has been included as Exhibit 4.2 to State Street’s Registration Statement on Form S-3, filed with the SEC on November 18, 2014. The First Supplemental Indenture has been included as Exhibit 4.1 to State Street’s current report on Form 8-K, filed with the SEC on May 8, 2017. The Second Supplemental Indenture has been included as Exhibit 4.1 to State Street’s current report on Form 8-K, filed with the SEC on March 30, 2020.

The sale of the Fixed-to-Floating Rate Senior Notes was made pursuant to the terms of an underwriting agreement dated October 15, 2026 (the “Underwriting Agreement”), entered into among State Street and Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC, as representatives of the underwriters named therein. The above description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 hereto and is incorporated herein by reference.

State Street expects to receive net proceeds from the offering of the Fixed-to-Floating Rate Senior Notes of approximately $745.6 million, after deducting the underwriting discount and estimated offering expenses.

Wilmer Cutler Pickering Hale and Dorr LLP, counsel to State Street, has issued an opinion to State Street, dated October 20, 2026, regarding the legality of the Fixed-to-Floating Rate Senior Notes to be issued and sold in the offering upon issuance and sale thereof. A copy of the opinion as to legality is filed as Exhibit 5.1 to this current report on Form 8-K.

Also on October 20, 2026, State Street Bank and Trust Company, a Massachusetts trust company (“State Street Bank”) and a direct, wholly-owned subsidiary of State Street, issued $500,000,000 aggregate principal amount of Floating Rate Senior Notes due 2028 and $750,000,000 aggregate principal amount of 5.147% Senior Notes due 2028 (together, the “Bank Notes”), in an offering exempt from registration under Section 3(a)(2) of the Securities Act of 1933, as amended.

In connection with the issuance of the Bank Notes, on October 20, 2026, State Street Bank entered into a fiscal agency agreement (the “Fiscal Agency Agreement”) with U.S. Bank Trust Company, National Association, a national banking association organized under the laws of the United States, as fiscal agent for the Bank Notes. The above descriptions of the Bank Notes and the Fiscal Agency Agreement are qualified in their entirety by reference to the Fiscal Agency Agreement (including the forms of the Bank Notes included therein), which is filed as Exhibit 4.2 hereto and incorporated herein by reference.

The sale of the Bank Notes was made pursuant to the terms of a purchase agreement dated October 15, 2026 (the “Purchase Agreement”), entered into by and among State Street Bank and Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC, as representatives of the initial purchasers named therein.

State Street Bank expects to receive net proceeds from the offering of the Bank Notes of approximately $1.246 billion, after deducting the initial purchaser discounts and estimated offering expenses.

 


Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit

 No. 

  

Description

 1.1    Underwriting Agreement, dated October 15, 2026, by and among State Street Corporation and Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC, Scotia Capital (USA) Inc. and TD Securities (USA) LLC, as representatives of the several underwriters named therein
 4.1    Form of Fixed-to-Floating Rate Senior Note due 2037
 4.2    Fiscal Agency Agreement, dated October 20, 2026, by and between State Street Bank and Trust Company and U.S. Bank Trust Company, National Association
 4.3    Form of Floating Rate Senior Note due 2028 (included in Exhibit 4.2)
 4.4    Form of 5.147% Senior Note due 2028 (included in Exhibit 4.2)
 5.1    Opinion of Wilmer Cutler Pickering Hale and Dorr LLP, dated October 20, 2026
23.1    Consent of Wilmer Cutler Pickering Hale and Dorr LLP (included as part of Exhibit 5.1)
*104    Cover Page Interactive Data File (formatted as Inline XBRL)

 

*

Submitted electronically herewith


SIGNATURES

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.

 

STATE STREET CORPORATION
By:  

/s/ C. Jack Read

Name:   C. Jack Read
Title:   Executive Vice President, Global Controller and Chief Accounting Officer

Date: October 20, 2026

Filing Exhibits & Attachments

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