Santander Holdings USA issues 1M shares of 9.38% Series F Preferred to parent

Santander Holdings USA, Inc.

Issued 1,000,000 shares of Series F Preferred Stock (liquidation preference $1,000/share) to Banco Santander on June 15, 2023.
Dividend fixed at 9.380% p.a. until June 21, 2028, then resets to 5-year UST + 5.467% quarterly.
No maturity date; redeemable at issuer's option on/after June 21, 2028 or upon regulatory capital event, subject to Fed approval.
Private placement exempt from registration under Section 4(a)(2) of the Securities Act.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Santander Holdings USA, Inc.: Amended Articles of Incorporation to add rights, preferences, etc. of Series F Preferred Stock (effective 2023-06-15).

Change: charter amendment
Effective: 2023-06-15

Exact text from the filing

On June 13, 2023, in connection with the Purchase Agreement, the Company filed Articles of Amendment (the “Amendment”) with the Secretary of State of the Commonwealth of Virginia amending the Company’s existing Articles of Incorporation by adding to Article III the rights, preferences, privileges, qualifications, restrictions and limitations of the Company’s newly created Series F Preferred Stock, consisting of 1,000,000 authorized shares. The Amendment was accepted on June 13, 2023, and became effective on June 15, 2023.

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Santander Holdings USA, Inc. filing history →

Source: SEC EDGAR

accession 0001193125-23-167958

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