Current Report · Items 8.01, 9.01 · 8-K
First Citizens BancShares, Inc.
Other Events
Item 8.01. Other Events. On March 3, 2026, First Citizens BancShares, Inc. (the “Company”) issued and sold $500,000,000 aggregate principal amount of its 4.869% Fixed-to-Floating Rate Senior Notes due 2032 (the “Notes”) in a public offering pursuant to a registration statement on Form S-3 (File No.…
Filed Mar 3, 2026Accepted Mar 3, 2026, 4:30 PM ESTCIK 798941Accession 0001193125-26-088346
Company context
Current securities
Registered securities in this filing
FIRST CITIZENS BANCSHARES INC /DE/ · 8-K · Filed 2026-03-03
As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.
Class A Common Stock, Par Value $1
- Exchange
- NASDAQ
- Classification
- COMMON
- Status
- Current
Filing context
Context: duration_2026-03-03_to_2026-03-03_us-gaap-StatementClassOfStockAxis_us-gaap-CommonClassAMember
Dimensions: us-gaap:StatementClassOfStockAxis
Depositary Shares, Each Representing a 1/40th Interest in a Share of 5.375% Non-Cumulative Perpetual Preferred Stock, Series A
- Exchange
- NASDAQ
- Classification
- PREFERRED
- Status
- Current
Filing context
Context: duration_2026-03-03_to_2026-03-03_us-gaap-StatementClassOfStockAxis_us-gaap-SeriesAPreferredStockMember
Dimensions: us-gaap:StatementClassOfStockAxis
5.625% Non-Cumulative Perpetual Preferred Stock, Series C
- Exchange
- NASDAQ
- Classification
- PREFERRED
- Status
- Current
Filing context
Context: duration_2026-03-03_to_2026-03-03_us-gaap-StatementClassOfStockAxis_us-gaap-SeriesCPreferredStockMember
Dimensions: us-gaap:StatementClassOfStockAxis
Depository Shares, Each Representing 1/40th Interest in a Share of 6.625% Non-Cumulative Perpetual Preferred Stock, Series E
- Exchange
- NASDAQ
- Classification
- PREFERRED
- Status
- Current
Filing context
Context: duration_2026-03-03_to_2026-03-03_us-gaap-StatementClassOfStockAxis_us-gaap-SeriesEPreferredStockMember
Dimensions: us-gaap:StatementClassOfStockAxis
Accession 000119312526088346 · 4 registered-security cover members
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Items 8.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On March 3, 2026, First Citizens BancShares, Inc. (the “Company”) issued and sold $500,000,000 aggregate principal amount of its 4.869% Fixed-to-Floating Rate Senior Notes due 2032 (the “Notes”) in a public offering pursuant to a registration statement on Form S-3 (File No. 333-281553) (the “Registration Statement”) filed with the Securities and Exchange Commission (the “Commission”) on August 14, 2024, as supplemented by a prospectus supplement dated February 25, 2026 (the “Prospectus Supplement”) and filed with the Commission on February 26, 2026. The Notes were sold pursuant to an underwriting agreement dated as of February 25, 2026 (the “Underwriting Agreement”), by and among the Company, J.P. Morgan Securities LLC, BofA Securities, Inc., and Wells Fargo Securities, LLC, as representatives of the several underwriters listed in Schedule II thereto.
The Notes were issued pursuant to a senior base indenture, dated as of March 12, 2025 (the “Base Indenture”), between the Company and U.S. Bank Trust Company, National Association (the “Trustee”), as amended and supplemented by a second supplemental indenture, dated as of March 3, 2026, between the Company and the Trustee (the “Second Supplemental Indenture”).
The foregoing descriptions of the Underwriting Agreement, the Base Indenture, the Second Supplemental Indenture, and the Notes do not purport to be complete and are qualified in their entirety by reference to Exhibit 1.1, Exhibit 4.1, Exhibit 4.2, and Exhibit 4.3, respectively. This Current Report on Form 8-K (this “Report”) is being filed, in part, for the purpose of filing the documents attached as exhibits hereto as exhibits to the Registration Statement in connection with the issuance of the Notes, and such exhibits are hereby incorporated by reference into the Registration Statement.
Filed exhibits (1)
EX-4.2 (by filename) d41512dex42.htmEX-4.2
3
d41512dex42.htm
EX-4.2
EX-4.2
Exhibit 4.2
FIRST CITIZENS BANCSHARES, INC.
Issuer
And
U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION
Trustee
SECOND
SUPPLEMENTAL INDENTURE
Dated as of March 3, 2026
to
the Indenture
Dated as of March 12, 2025
4.869% Fixed-to-Floating Rate
Senior Notes due 2032
TABLE OF CONTENTS
Page
ARTICLE I. SCOPE OF SUPPLEMENTAL INDENTURE 1
Section 1.01 Scope 1
ARTICLE II. DEFINITIONS 1
Section 2.01 Definitions and Other Provisions of General Application 1
ARTICLE III. FORM AND TERMS OF THE NOTES 6
Section 3.01 Form and Dating 6
S…
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