Filed pursuant to Rule 424(b)(2)
Registration No. 333-265877
PROSPECTUS SUPPLEMENT
(To Prospectus Dated June 28, 2022)
$2,000,000,000
State Street Corporation
$1,000,000,000 Fixed-to-Floating Rate Senior Notes due 2026
$1,000,000,000 Fixed-to-Floating Rate Senior Notes
due 2034
This is an offering of $1,000,000,000 aggregate principal amount of
fixed-to-floating rate senior notes due 2026 (the 2026 notes) and $1,000,000,000 aggregate principal amount of fixed-to-floating rate senior notes due 2034 (the 2034 notes and, together with the 2026 notes, the notes) of State Street Corporation (State Street).
The 2026 notes will mature on May 18, 2026. The 2026 notes will bear interest from and including May 18, 2023 to, but excluding, May 18, 2025 at a fixed annual
rate of 5.104%, payable semiannually in arrears, on May 18 and November 18 of each year, beginning on November 18, 2023. From and including May 18, 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 1.130%, payable quarterly in arrears.
The 2034 notes will mature on May 18, 2034. The 2034 notes will bear interest from and including May 18, 2023 to, but excluding, May 18, 2033 at a fixed annual
rate of 5.159%, payable semiannually in arrears, on May 18 and November 18 of each year, beginning on November 18, 2023. From and including May 18, 2033, the 2034 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 1.890%, 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, May 18, 2025 in the case of the 2026 notes and May 18, 2033
in the case of the 2034 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-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.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per 2026 Note |
|
|
Per 2034 Note |
|
|
Total |
|
Public offering price(1) |
|
|
100.000 |
% |
|
|
100.000 |
% |
|
$ |
2,000,000,000 |
|
Underwriting discounts |
|
|
0.150 |
% |
|
|
0.400 |
% |
|
$ |
5,500,000 |
|
Proceeds, before expenses, to State Street
Corporation(1) |
|
|
99.850 |
% |
|
|
99.600 |
% |
|
$ |
1,994,500,000 |
|
(1) |
Plus accrued interest, if any, from May 18, 2023, if settlement occurs after that date. |
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 May 18,
2023.
Joint Book-Running Managers
|
|
|
|
|
|
|
BofA Securities |
|
Deutsche Bank Securities |
|
Goldman Sachs & Co. LLC |
|
Ramirez & Co., Inc. |
Co-Managers
|
|
|
|
|
CAVU Securities |
|
Independence Point Securities |
|
Siebert Williams Shank |
The date of this prospectus supplement is May 15, 2023.