Item 8.01. Other Events

On August 4, 2022, State Street Corporation ("State Street") issued $750,000,000 aggregate principal amount of Fixed-to-Floating Rate Senior Notes due 2033 (the "Notes") in a public offering pursuant to a registration statement on Form S-3 (File No. 333-265877) and a related prospectus supplement filed with the Securities and Exchange Commission (the "SEC"). The Notes were issued pursuant to an Indenture dated as of October 31, 2014 (the "Base Indenture") as supplemented by the First Supplemental Indenture dated as of May 8, 2017 (the "First Supplemental Indenture") and the Second Supplemental Indenture dated as of March 30, 2020 (the "Second Supplemental Indenture" and, together with the Base Indenture and the First Supplemental Indenture, the "Indenture"), between State Street and U.S. Bank Trust Company, National Association, as successor in interest to U.S. Bank National Association, a national banking association organized under the laws of the United States, as trustee. The form of Note is filed as Exhibit 4.1 hereto. The Base Indenture has been included as Exhibit 4.2 to State Street's Registration Statement on Form S-3, filed with the SEC on November 18, 2014. The First Supplemental Indenture has been included as Exhibit 4.1 to State Street's current report on Form 8-K, filed with the SEC on May 8, 2017. The Second Supplemental Indenture has been included as Exhibit 4.1 to State Street's current report on Form 8-K, filed with the SEC on March 30, 2020.

The sale of the Notes was made pursuant to the terms of an underwriting agreement dated August 1, 2022 (the "Underwriting Agreement"), entered into among State Street and BofA Securities, Inc., Cabrera Capital Markets LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC, as representatives of the underwriters named therein. The above description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 hereto and is incorporated herein by reference.

State Street expects to receive net proceeds from the offering of the Notes of approximately $745.7 million, after deducting estimated expenses and underwriting discounts and commissions.

Wilmer Cutler Pickering Hale and Dorr LLP, counsel to State Street, has issued an opinion to State Street, dated August 4, 2022, regarding the legality of the Notes to be issued and sold in the offering upon issuance and sale thereof. A copy of the opinion as to legality is filed as Exhibit 5.1 to this current report on Form 8-K.

Item 9.01. Financial Statements and Exhibits




(d) Exhibits

Exhibit
  No.                                    Description

 1.1         Underwriting Agreement, dated August 1, 2022, by and among State
           Street Corporation and BofA Securities, Inc., Cabrera Capital Markets
           LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC, as
           representatives of the several underwriters named therein

 4.1         Form of Fixed-to-Floating Rate Senior Notes due 2033

 5.1         Opinion of Wilmer Cutler Pickering Hale and Dorr LLP, dated August 4,
           2022

23.1         Consent of Wilmer Cutler Pickering Hale and Dorr LLP (included as
           part of Exhibit 5.1)

*104       Cover Page Interactive Data File (formatted as Inline XBRL)

* Submitted electronically herewith

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