Observed Signal · Sep 14, 2026 · corporate_event · Source: SEC API · Impact: 3.6/5
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.
This capital market transaction reinforces First Citizens' Tier 1 regulatory capital structure with non-dilutive perpetual equity, optimizing funding costs prior to potential rate adjustments in 2031.
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Key Takeaways & Evidence Grounding
- First Citizens closed the issuance of 300,000 depositary shares of 7.500% Series F Preferred Stock with a liquidation preference of $100,000 per preferred share ($1,000 per depositary share), representing $300 million in aggregate liquidation value.
- Dividends pay a fixed 7.500% per annum until September 15, 2031, resetting every five years thereafter to the prevailing five-year Treasury rate plus 2.894%.
- The perpetual preferred stock is redeemable at First Citizens' option on or after September 15, 2031, or within 90 days of a Regulatory Capital Treatment Event, subject to Federal Reserve approval.
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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.
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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