United Parcel Service (UPS) prices $1B 4.850% 2031 senior notes and funds pensions

Q: What did UPS (UPS) announce regarding new debt in this Form 8-K?

UPS agreed to issue $1,000,000,000 principal amount of 4.850% Senior Notes due 2031 under an underwriting agreement. The notes will be purchased by underwriters, with related agreements filed for incorporation into a Form S-3 registration statement.

Q: How will UPS (UPS) use the proceeds from the $1 billion notes offering?

UPS plans to use the net proceeds from the $1,000,000,000 4.850% Senior Notes due 2031 for general corporate purposes . UPS will not receive cash proceeds from the portion of notes that are subsequently contributed to its pension trusts.

Q: How much of the new UPS (UPS) 2031 notes will be contributed to pension trusts?

UPS intends to contribute $200,000,000 principal amount of the 4.850% Notes to the UPS Retirement Plan Trust and $250,000,000 principal amount to a Master Trust funding three defined benefit pension plans, including the UPS Pension Plan.

Q: What is the interest rate and maturity of UPS’s (UPS) new senior notes?

The new UPS senior notes carry a fixed coupon of 4.850% and mature in 2031 . These notes are being issued under an underwriting agreement and documented through a filed form of 4.850% Senior Notes due 2031.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

United Parcel Service, Inc. entered into an Underwriting Agreement on August 10, 2026 to issue $1,000,000,000 principal amount of 4.850% Senior Notes due 2031. The notes are being purchased by a syndicate of underwriters under agreed terms and conditions.

UPS intends to contribute $200,000,000 principal amount of these notes to the UPS Retirement Plan Trust and $250,000,000 principal amount to a Master Trust that funds three defined benefit pension plans, including the UPS Pension Plan. UPS states it will use the net cash proceeds from the offering for general corporate purposes, and will not receive cash proceeds from the portion of notes that are allocated to the company and then redelivered to the pension trusts. Related documents, including the underwriting agreement, form of notes and legal opinions, are being filed to be incorporated by reference into UPS’s shelf registration statement on Form S-3.

8-K Event Classification

2 items: 8.01, 9.01

2 items

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, and exhibit attachments filed with this report.

Key Figures

Senior Notes Principal Amount: $1,000,000,000 Coupon Rate: 4.850% Notes to UPS Retirement Plan Trust: $200,000,000 +2 more

5 metrics

Senior Notes Principal Amount $1,000,000,000 Total principal of 4.850% Senior Notes due 2031 to be issued

Coupon Rate 4.850% Interest rate on Senior Notes due 2031

Notes to UPS Retirement Plan Trust $200,000,000 Principal amount of 2031 notes to be contributed to UPS Retirement Plan Trust

Notes to Master Trust $250,000,000 Principal amount of 2031 notes to be contributed to Master Trust

Form S-3 Registration Number 333-285036 Shelf registration statement into which related items are incorporated

Key Terms

Underwriting Agreement, Senior Notes, defined benefit pension plans, Registration Statement on Form S-3

4 terms

Underwriting Agreement financial

"entered into an agreement (the “Underwriting Agreement”) with the underwriters"

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

Senior Notes financial

"4.850% Senior Notes due 2031 (the “Notes”)"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

defined benefit pension plans financial

"a pension trust which funds three defined benefit pension plans"

A defined benefit pension plan is a retirement program that guarantees employees a specific monthly payment after they retire, usually based on salary and years of service, with the employer responsible for funding and managing the investments. It matters to investors because these plans create long-term legal and financial obligations for a company — if investments underperform or life expectancies rise, the company may need to use cash, cut dividends, or take on debt to fill the gap, much like a homeowner must pay a fixed mortgage regardless of income swings.

Registration Statement on Form S-3 regulatory

"incorporated by reference into its Registration Statement on Form S-3"

A registration statement on Form S‑3 is a short, standardized filing a qualified public company uses to register new securities with regulators so they can be sold to investors; think of it as a pre-approved, reusable permission slip that speeds up future offerings. It matters to investors because it lets the company raise money more quickly and cheaply — which can fund growth or pay debt — but may also lead to share dilution or change in ownership, so it affects value and liquidity.

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

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Understanding 8-K Material Events →

Available on EDGAR 08/12/2026 - 07:45 AM Accepted by SEC EDGAR 08/12/2026 - 07:45 AM

FAQ

What did UPS (UPS) announce regarding new debt in this Form 8-K?

UPS agreed to issue $1,000,000,000 principal amount of 4.850% Senior Notes due 2031 under an underwriting agreement. The notes will be purchased by underwriters, with related agreements filed for incorporation into a Form S-3 registration statement.

How will UPS (UPS) use the proceeds from the $1 billion notes offering?

UPS plans to use the net proceeds from the $1,000,000,000 4.850% Senior Notes due 2031 for general corporate purposes. UPS will not receive cash proceeds from the portion of notes that are subsequently contributed to its pension trusts.

How much of the new UPS (UPS) 2031 notes will be contributed to pension trusts?

UPS intends to contribute $200,000,000 principal amount of the 4.850% Notes to the UPS Retirement Plan Trust and $250,000,000 principal amount to a Master Trust funding three defined benefit pension plans, including the UPS Pension Plan.

What is the interest rate and maturity of UPS’s (UPS) new senior notes?

The new UPS senior notes carry a fixed coupon of 4.850% and mature in 2031. These notes are being issued under an underwriting agreement and documented through a filed form of 4.850% Senior Notes due 2031.

How is the UPS (UPS) notes transaction linked to its Form S-3 registration?

UPS is filing the underwriting agreement, form of notes and related legal opinion so they can be incorporated by reference into its existing Form S-3 shelf registration statement (Registration No. 333-285036), supporting this $1 billion notes offering.

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): August 10, 2026

United Parcel Service, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-15451

58-2480149

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

55 Glenlake Parkway, N.E., Atlanta, Georgia		30328
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (404) 828-6000

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 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Class B common stock, par value $0.01 per share	UPS	New York Stock Exchange
1% Senior Notes due 2028	UPS28	New York Stock Exchange
1.500% Senior Notes due 2032	UPS32	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 August 10, 2026, United Parcel Service, Inc. (the “Company”) entered into an agreement (the “Underwriting Agreement”) with the underwriters listed on Schedule II thereto (the “Underwriters”), whereby the Company agreed to sell and the Underwriters agreed to purchase from the Company, subject to and upon the terms and conditions set forth in the Underwriting Agreement, $1,000,000,000 principal amount of 4.850% Senior Notes due 2031 (the “Notes”), of which the Company intends to contribute $200,000,000 principal amount of the Notes to the UPS Retirement Plan Trust, a pension trust that funds only the UPS Retirement Plan maintained by the Company for employees and former employees, and $250,000,000 principal amount of the Notes to the Master Trust (together with the UPS Retirement Plan Trust, the “Trusts”), a pension trust which funds three defined benefit pension plans, including the UPS Pension Plan, maintained by the Company for employees and former employees (the “Transaction”).

The Company intends to use the net proceeds of this offering for general corporate purposes. The Company will not receive proceeds from the portion of the Notes delivered to the Underwriters, for allocation to the Company, and redelivered by the Company to each Trust.

A copy of the Underwriting Agreement is attached hereto as Exhibit 1.1 and is incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Underwriting Agreement.

The Company is filing this Current Report on Form 8-K in order to file with the Securities and Exchange Commission certain items related to the Transaction that are to be incorporated by reference into its Registration Statement on Form S-3 (Registration No. 333-285036).

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

1.1	Underwriting Agreement
4.1	Form of 4.850% Senior Notes due 2031
5.1	Opinion of King & Spalding LLP
23.1	Consent of King & Spalding LLP (included in Exhibit 5.1)
104	Cover Page Interactive Data File

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.

	UNITED PARCEL SERVICE, INC.

Date: August 12, 2026	By:	/s/ Brian M. Dykes
		Name: Brian M. Dykes
		Title: Executive Vice President and Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

7 documents