SUBJECT TO COMPLETION, DATED FEBRUARY 2, 2022
PRELIMINARY PROSPECTUS SUPPLEMENT
(To Prospectus Dated
June 15, 2020)
$
State Street Corporation
$
Fixed-to-Floating Rate Senior Notes due 2026
$
Fixed-to-Floating Rate Senior Notes due 2028
$
Fixed-to-Floating Rate Senior Notes due 2033
This is an offering of
$ aggregate principal amount of fixed-to-floating rate senior notes due 2026 (the 2026 notes),
$ aggregate principal amount of fixed-to-floating rate senior notes due 2028 (the 2028 notes) and
$ aggregate principal amount of fixed-to-floating rate senior notes due 2033 (the 2033 notes and, together
with the 2026 notes and the 2028 notes, the notes) of State Street Corporation (State Street).
The 2026 notes will mature on
, 2026. The 2026 notes will bear interest from and including
, 2022 to, but excluding,
, 2025 at a fixed annual rate of %, payable semiannually in arrears, on
and of each year, beginning on
, 2022. From and including
, 2025, the 2026 notes will bear interest at a floating rate determined by reference to the Secured Overnight Funding Rate
(SOFR) compounded daily over a quarterly interest payment period in accordance with the specific formula described in this prospectus supplement plus a spread of %, payable quarterly in arrears.
The 2028 notes will mature on , 2028.
The 2028 notes will bear interest from and including , 2022 to, but excluding,
, 2027 at a fixed annual rate of %, payable semiannually in arrears, on
and of each year, beginning on
, 2022. From and including
, 2027, the 2028 notes will bear interest at a floating rate determined by reference to the SOFR compounded daily over a
quarterly interest payment period in accordance with the specific formula described in this prospectus supplement plus a spread of %, payable quarterly in arrears.
The 2033 notes will mature on , 2033.
The 2033 notes will bear interest from and including , 2022 to, but excluding,
, 2032 at a fixed annual rate of %, payable semiannually in arrears, on
and of each year, beginning on
, 2022. From and including
, 2032, the 2033 notes will bear interest at a floating rate determined by reference to the SOFR compounded daily over a
quarterly interest payment period in accordance with the specific formula described in this prospectus supplement plus a spread of %, payable quarterly in arrears.
We will have the option to redeem each series of notes in whole, but not in part, on, and only on,
, 2025 in the case of the 2026 notes,
, 2027 in the case of the 2028 notes and
, 2032 in the case of the 2033 notes, in each case at a redemption price equal to 100% of the principal amount of the notes
being redeemed, plus accrued and unpaid interest thereon, if any, to, but excluding, the redemption date.
There is no sinking fund for the notes. The notes
are unsecured and will rank equally with all other existing and future senior unsecured indebtedness of State Street.
The notes are not bank deposits,
and are not insured by the Federal Deposit Insurance Corporation (FDIC) or any other governmental agency, nor are they obligations of, or guaranteed by, a bank.
Investing in the notes involves risks. See Risk Factors beginning on page
S-13.
None of the Securities and Exchange Commission (the SEC), any state securities commission,
the FDIC or any other regulatory body has approved or disapproved of these securities or determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
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Per 2026
Note
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Per 2028
Note
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Per 2033
Note
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Total
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Public offering price(1)
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%
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%
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%
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$
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Underwriting discounts
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%
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%
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%
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$
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Proceeds, before expenses, to State Street
Corporation(1)
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%
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%
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%
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$
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(1)
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Plus accrued interest, if any, from
, 2022, if settlement occurs after that date.
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The notes will not be listed on any securities exchange. Currently, there are no public trading markets for the notes. The underwriters expect to deliver the
notes to purchasers in book-entry form only through the facilities of The Depository Trust Company and its direct participants, including Euroclear Bank SA/NV, as operator of the Euroclear System, and Clearstream Banking S.A., on or about
, 2022.
Joint
Book-Running Managers
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Goldman Sachs & Co. LLC
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Credit Suisse
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Loop Capital Markets
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Siebert Williams Shank
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The date of this prospectus supplement is
, 2022.