---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-059328"
form_type: "8-K"
ticker: null
cik: "0001317630"
company_name: "ITC Holdings Corp."
filed_at: "2024-05-09T23:59:59+00:00"
generated_at: "2026-06-02T05:05:53.510630+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# ITC Holdings issues $400M 5.650% senior notes due 2034 to refinance maturing debt

## Summary
- $400M aggregate principal of 5.650% senior notes due May 9, 2034; interest payable semi-annually.
- Proceeds used to partially redeem $400M of 3.65% notes due June 15, 2024, plus general corporate purposes.
- Notes are senior unsecured, rank equally with existing unsecured debt and structurally subordinated to subsidiary obligations.
- Make-whole redemption at Treasury rate +20 bps before Feb 9, 2034; after that at par.
- No S-3 registration; offered to QIBs under Rule 144A and to non-U.S. persons under Regulation S.

## SEC filing metadata
- accession: 0001104659-24-059328
- form_type: 8-K
- cik: 0001317630
- company_name: ITC Holdings Corp.
- filed_at: 2024-05-09T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1317630/000110465924059328/0001104659-24-059328-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1317630/000110465924059328/tm2413034d4_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-059328
- JSON: https://secwatch.observer/filing/0001104659-24-059328.json
- Plain text: https://secwatch.observer/filing/0001104659-24-059328.txt

## Key facts
- Debt Financings
  ITC Holdings Corp. incurred senior notes of $400.0 million with Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee at 5.650% per annum maturing May 9, 2034.
  - Instrument: senior notes
  - Principal: $400.0 million
  - Counterparty: Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee
  - Rate: 5.650% per annum
  - Maturity: May 9, 2034
  - Event: incurrence
  source text: under which the Company issued $400.0 million aggregate principal amount of its 5.650% senior notes due 2034 (the “notes”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1317630/000110465924059328/0001104659-24-059328-index.htm
- Material Agreements
  ITC Holdings Corp. entered into Eighth Supplemental Indenture with Computershare Trust Company, National Association valued at $400.0 million (effective 2024-05-09).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: Computershare Trust Company, National Association
  - Value: $400.0 million
  - Effective: 2024-05-09
  source text: On May 9, 2024, ITC Holdings Corp. (the “Company”) entered into an Eighth Supplemental Indenture (the “Eighth Supplemental Indenture”), between the Company and Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee (the “Trustee”), to the Indenture, dated as of April 18, 2013 (the “Base Indenture” and, as amended and supplemented by the Eighth Supplemental Indenture, the “Indenture”), between the Company and the Trustee, under which the Company issued $400.0 million aggregate principal amount of its 5.650% senior notes due 2034 (the “notes”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1317630/000110465924059328/0001104659-24-059328-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.