Observed Signal · Oct 23, 2026 · corporate_event · Source: SEC API · Impact: 3.2/5
8-K Financial Filing Analysis for Bank of America (2026-10-23)
On October 23, 2026, Bank of America Corporation issued 80,000 shares of newly designated 7.200% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series WW, with a liquidation preference of $25,000 per share. In conjunction with this issuance, the bank completed the public offering of 2,000,000 Depositary Shares, each representing a 1/25th fractional interest in a share of Series WW Preferred Stock (equivalent to a $1,000 liquidation preference per depositary share), totaling $2.0 billion in aggregate liquidation value. The terms include customary dividend stopper restrictions that constrain dividend declarations, distributions, and repurchases across common stock and parity/junior preferred securities if full scheduled dividends on Series WW are not paid.
This issuance bolsters Bank of America's regulatory Tier 1 capital structure via non-dilutive preferred equity, providing $2.0 billion of high-yielding fixed-rate reset capital while instituting standard dividend-stopper limitations on common equity.
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Key Takeaways & Evidence Grounding
- Bank of America issued 80,000 shares of 7.200% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series WW, carrying a liquidation preference of $25,000 per share on October 23, 2026.
- The corporation sold 2,000,000 Depositary Shares, each representing a 1/25th interest in a share of Series WW Preferred Stock, representing $2.0 billion in aggregate liquidation value.
- The Certificate of Designations imposes restrictions on common and junior/parity stock repurchases and dividend distributions if scheduled Series WW dividends are not declared and paid in full.
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8-K Financial Filing Analysis for First Citizens Bank (2026-09-14)
First Citizens BancShares, Inc. closed a public offering of 300,000 depositary shares, each representing a 1/100th interest in a share of its newly established 7.500% Non-Cumulative Perpetual Preferred Stock, Series F, on September 14, 2026. The preferred shares carry a liquidation preference of $100,000 per share ($1,000 per depositary share) and rank senior to common stock and on parity with Series A through E preferred stock. Underwritten by Morgan Stanley, BofA Securities, J.P. Morgan, and Wells Fargo Securities, dividends accrue at a fixed annual rate of 7.500% through September 15, 2031, transitioning thereafter to a floating rate equal to the five-year Treasury rate plus 2.894%. The transaction strengthens First Citizens' regulatory capital base and liquidity position.
8-K Financial Filing Analysis for Goldman Sachs (2026-08-11)
The Goldman Sachs Group, Inc. executed a capital structure adjustment by filing a Certificate of Elimination with the Delaware Secretary of State on August 11, 2026, formally removing its 3.65% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series U. This follows the full redemption of all outstanding Series U preferred shares on August 10, 2026. Concurrently, Goldman Sachs filed a Restated Certificate of Incorporation to reflect the retirement of Series U and the establishment of its new 6.500% Fixed-Rate Reset Non-Cumulative Preferred Stock, Series AA. The transaction formalizes the rollover of preferred equity instruments within the firm's Tier 1 regulatory capital base.
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