Item 1.01 Entry into a Material Definitive Agreement

On August 3, 2020, Service Corporation International (the "Company") entered into an Underwriting Agreement (the "Underwriting Agreement") with BofA Securities, Inc., as representative of the several underwriters named therein, relating to the issuance and sale by the Company of $850 million aggregate principal amount of 3.375% Senior Notes due 2030 (the "Notes").

A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and the description of the terms thereof is qualified in its entirety by reference to such exhibit, which is incorporated herein by reference.




Item 8.01 Other Information

On August 3, 2020, the Company announced the pricing of the Notes. The Company expects to close the sale of the Notes on or about August 10, 2020, subject to the satisfaction of customary closing conditions. The press release relating to the pricing of the Notes is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) The following exhibits are included with this report:





Exhibit
  No.                                    Description

 1.1          Underwriting Agreement, dated August 3, 2020, between Service
            Corporation International and BofA Securities, Inc., as representative
            of the several underwriters named therein

99.1          Press Release dated August 3, 2020, in respect of the pricing of the
            Notes

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Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

August 4, 2020



                                                     By:   /s/ Eric D. Tanzberger
                                                           Eric D. Tanzberger
                                                           Senior Vice President
                                                           Chief Financial Officer

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