Filed Pursuant to Rule 424(b)(2)
Registration No. 333-265877
PROSPECTUS SUPPLEMENT
(To Prospectus Dated June 28, 2022)
$1,000,000,000
State Street Corporation
$500,000,000 Fixed-to-Floating Rate
Senior Notes due 2026
$500,000,000
Fixed-to-Floating Rate Senior Notes due 2028
This is an offering of
$500,000,000 aggregate principal amount of fixed-to-floating rate senior notes due 2026 (the sustainability notes) and $500,000,000 aggregate principal
amount of fixed-to-floating rate senior notes due 2028 (the 2028 notes and, together with the sustainability notes, the notes) of State Street
Corporation (State Street).
The sustainability notes will mature on November 4, 2026. The sustainability notes will bear interest from and
including November 4, 2022 to, but excluding, November 4, 2025 at a fixed annual rate of 5.751%, payable semiannually in arrears, on May 4 and November 4 of each year, beginning on May 4, 2023. From and including November 4, 2025, the sustainability
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 1.353%, payable quarterly in arrears.
The 2028 notes will mature on November 4, 2028. The 2028 notes will bear
interest from and including November 4, 2022 to, but excluding, November 4, 2027 at a fixed annual rate of 5.820%, payable semiannually in arrears, on May 4 and November 4 of each year, beginning on May 4, 2023. From and including November 4, 2027,
the 2028 notes will bear interest at a floating rate determined by reference to SOFR compounded daily over a quarterly interest payment period in accordance with the specific formula described in this prospectus supplement plus a spread of 1.714%,
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, November 4, 2025 in the
case of the sustainability notes and November 4, 2027 in the case of the 2028 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.
As described under Use of Proceeds, we intend to allocate an amount equal to the net proceeds
from the sale of the sustainability notes to finance or refinance, in whole or in part, one or more Eligible Projects (as defined herein).
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-10.
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 Sustainability Note |
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Per 2028 Note |
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Total |
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Public offering price(1) |
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100.00 |
% |
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100.00 |
% |
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$ |
1,000,000,000 |
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Underwriting discounts |
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0.20 |
% |
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0.30 |
% |
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$ |
2,500,000 |
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Proceeds, before expenses, to State Street
Corporation(1) |
|
|
99.80 |
% |
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|
99.70 |
% |
|
$ |
997,500,000 |
|
(1) |
Plus accrued interest, if any, from November 4, 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 November 4, 2022.
Sustainability Bond Structuring Advisors and Joint Book-Running Managers
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Deutsche Bank Securities |
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Credit Suisse |
Joint Book-Running Managers
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Goldman Sachs & Co. LLC |
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Academy Securities |
Co-Managers
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CastleOak Securities, L.P. |
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R. Seelaus & Co., LLC |
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Ramirez & Co., Inc. |
The date of this prospectus supplement is November 1, 2022.